MLP: Starswirl of Solaris
by Evident Disaster
Summary: When Twilight and the Mane 6 fail to banish the dreaded Nightmare Moon, what happens when the dark princess takes an interest into the mare that challenges her? A new adventure begins as a pony is reborn! Read the story to understand the title. CH9- Its the beginning of a new chapter in the story, hope you like surprises. The story is now under rewrite! Enjoy the new content.
1. Chapter 1

MLP: Starswirl of Solaris

XXXXX

This did take some inspiration from Nightmare's Don't Last Forever; however I'd like to mix this with a slice of life tale, mild humour, shipping, and adventure. I'm putting mine into a situation where NMM is just going to take over and control Equestria and capture Twilight and force her into her servitude.

Don't take this like one of those clop-fics this doesn't follow such a predictable level of storytelling.

XXXXX

Everfree castle, the home of the once regal pony sisters, the rulers of Old Equestria, it had seen many years come and go and had been at the once great centre point of the lands. It was abandoned and hollow and had not seen many visitors in the past 1000 years since its abandonment. But in this place it was special tonight, for the night was unending and for the reasons of the heroes of 6, the elements of harmony.

Twilight stood next to her friends as they faced off Nightmare Moon, they had finally found the 6 elements and now it was time. She felt the magic empowering her and the 5 elements; they focused their powers inwards and soon felt it building up to its brim, Nightmare stood opposite to them on the stone platform facing them.

Nightmare had witnessed the first time when the elements had been used, banished to the moon for 1000 years, and now she would be cleansed by the coming power surge, however Nightmare wouldn't fall for the same trick twice. She didn't spend a thousand years on the moon, imprison Celestia and bring night time eternal and the only to be banished in less than a few hours by a bunch of fillies? She yelled. "NOOOO YOU SHALL NOT TAKE ME AGAIN!"

Her magic flared as she shielded herself, she knew that this wouldn't work for long against the elements of harmony, they were one of the most powerful forces in all of Equestria, and she needed another means before this little light show vanished. She focused and figured it out, she held the barrier up as the elements power pulverised her shields.

The magic of the elements of harmony continued to wash over the stone platform; soon the magic began to recede as the elements exhausted themselves. Twilight and the others slowly set down as the elements finished empowering them, the 6 friends landed down and found themselves tired from the sudden burst of energy, but still they needed to see if their gambit had worked. However as the dust from the clashing of magic settled they were greeted by a shock.

The platform was bare; the magic had washed over it however the dark alicorn princess had vanished. "What? Where did she go?" Twilight exclaimed.

The other elements had no time to respond as they heard the sudden chilling laughter of the dark princess. Around the room wisps of dark miasma formed and spurned about until it reformed on the platform, the 6 friends were shocked, their attempt to take down Nightmare Moon had failed! Twilight stuttered. "B-but the magic of the elements-"

"The magic of the elements I had already witnessed once before first hand, I don't fall for simple foal tricks like those anymore you fool! Now what shall you do?" She chortled at the 6.

Twilight froze in panic, the whole adventure should have been clear cut, it should have ended Nightmare Moon, it should have saved Equestria, it should have brought back Celestia… But now that it had failed, what could she and the others do? The elements were spent and would need time to recover before being used again, and she was clueless as to how to fighting a god.

The friends however seemed more optimistic too such a bad situation by cheering her on.  
>"Twilight can do it; she's always got a plan right?" Rainbow said hopefully.<br>"Ah know she can do it, come on Twi, any ideas?" Applejack asked.

Pinkie wasn't saying anything at this moment and Rarity was looking at her tail as it had magically reformed, Fluttershy was scared and was hiding behind them all. Twilight rushed an idea through her head, she had a famous history about working under pressure, going nuts while doing it as well, but when she needed to think, she usually got through it. She couldn't challenge the princess, she needed to get them out of here, but transporting all 6 of them would tax her significantly unless she could blind the dark alicorn, but she had never tested as many spells in the past.

Her time ran out as she then commented.  
>"I'm sorry girls, I can't think of anything…"<p>

Her friends suddenly shuddered when she replied, their faces turned slightly pale with Fluttershy whimpering as the dark alicorn addressed them. She smiled as she spoke. "You foals failed quite amiably, I think I'll grant you all a graceful death…"

Pinkie's hair suddenly straightened at the mentioning of their encroaching harm, the friends thought about trying to run, however the doors behind at the end of the room suddenly shut. Nightmare continued to smile. "Ah yes, I think you 6 would make a perfect example, hung from ropes? Or maybe the guillotine, I can't decide."

Twilight knew it was hopeless for them to continue thinking about fighting, she finally made her decision. "I won't let you harm them Nightmare!" Twilight stood forward bravely, and then she began to charge her magic. The dark alicorn didn't expect such a bold affront to her power and quickly prepared to defend herself against the unicorn mare, however the magic focused not on Nightmare, but on the others.

"Twilight what're you doin?" Applejack yelled.

The 5 were enveloped into a shield like bubble and was slowly beginning to charge up. Twilight replied to them. "I'm sending you to safety. I'm sorry… goodbye." She had a tear in her eye as she teleported them despite the others yelling at her to stop. In a blinding flash of light 5 of her friends had been sent off through a teleportation that would shield them from being tracked, it was a risky teleport, but she had poured enough of her magic that Nightmare wouldn't be able to track them.

Her legs collapsed and she felt her breathing sharpen, and now she was met by the voice of Nightmare who looked upon her with a smirk.  
>"So this is how you end, the first unicorn to stand against me on my return? And the one as willing to sacrifice herself for others who hours before you called strangers, I am intrigued." She commented.<p>

"That's what friends do right? For everypony else, there are always a few sacrifices…" Twilight replied as she sat there and waited.

"Well then, I guess you'll just have to do." Nightmare's celestial mane expanded and twisted around Twilight who screamed in fear and panic, darkness then encompassed her.

XXXXX

Ponyville outskirts

A bright ball of light opened up and set its contents down upon the ground just outside of Ponyville, 5 figures fell to the ground and remained dazed from the sudden teleporting experience. The 5 took moments before they recovered and frantically looked around, they were back at Ponyville. Their new found friend had saved them, and now she was… gone.

Applejack looked to the Everfree forest she then said painfully. "Twilight… she's gone."

Rainbow came alongside her and added.  
>"Yeah, she's gone, but what can we do about it now?"<p>

Rarity suggested.  
>"Maybe she's still alive, we don't know for sure, Nightmare might not have done away with her."<p>

"We don't know anything about what's happened to Twi, but we can't sit here, Twilight made sure we could hide, we shouldn't waste the chance to get back to town an warn everypony about what's happened." Applejack stated.

No one else could think of anything so they agreed, Pinkie was still looking down from the events that had occurred, it took Fluttershy time to convince the party pony to get going again, they'd have a memorial party for Twilight once they warned everyone that Nightmare had taken Twilight and had overpowered them.

Unknowingly they would not hear from the mare for a while.

XXXXX

1 day later

Twilight felt her body in the warmth of something soft, it was as good as her own bed, if not better, she could practically feel the silk on the blankets, however she didn't recall ever buying silk blankets… she opened her eyes to find herself in a dimly lit room. She could see the hard outlines of the curtains nearby, the illumination was just enough to make out other things in the room.

A clock sat about a couple of hooves away on a desk; it was a simple black metal clock which had the arms at 6.10, the unicorn suddenly sat up, it was that early into the evening? But that made no sense; it should have been just on the sunset, unless. She remembered the events of the day comeback into her mind; the rush through Everfree forest, the battle with Nightmare Moon, and then the feeling of the darkness engulf her.

Everything clicked into place, but this didn't, this room, all of this furniture, this wasn't her room and she could tell that whatever was going on was meant for her. She then heard a sharp click as the door opened up, a figure in black armour appeared, it wasn't as tall as nightmare moon, but it was big enough for Twilight to feel scared.

The armoured pony strolled through the room and went to the windows and opened them up. The light from the outside was still a bit dim, but she could now make out who the pony was, it wasn't a pony, it was a statue, a moving statue. The marble white statue under the armour was walking around with slow thuds as it worked around the room to prepare it for her, it then spoke to her.

"Queen Nightmare would like to see you down by the throne room as soon as you are prepared." It said in a dialogue that sounded monotone.

Twilight shook off the surprise and asked.  
>"Umm, why is it that the Queen needs me for?"<p>

"I do not know, I simply obey her orders, and she has made it clear, you are to report to her once you are prepared. Are you prepared to depart?" It asked once again.

"No not yet, just give me a moment." Twilight replied cautiously.

The stone pony nodded and walked to the door and waited. Twilight got out of the bed and found herself looking at the room's ceiling, the whole ceiling was crafted, it was designed with intricate shapes of the moon and the stars above, it had one thing that Twilight did take note of, the mare's head of the moon, it was crafted to the centre and staring downwards to her.

Twilight felt her panic pass as she looked around the room, aside from some draws with useless attire and a hoof full of socks, she found nothing that would even remotely aid her in this situation, she stressed a bit and huffed. 'Okay, so no witty plans, no objects that could possibly help, and probably a very likely execution sentence waiting for you when you arrive at the throne room.' She didn't know what else to do; her magic was still weak aside from being able to open draws she doubted that she could try to teleport just yet.

"Lady Sparkle, please finish your preparation with haste, Queen Nightmare would like to speak with you." The stone pony droned once more.

Twilight gulped, she then replied.  
>"Very well, I'm ready." She trotted up to the stone pony who then nodded.<p>

Twilight suddenly felt a shift as her body warmed up, she looked at herself as her body was now encased in a shallow field of light. It was like looking into a basin of water, it was warm though and it seemed to keep her from trying to escape, her body just followed the stone pony who was now in glowing armour, it took a while to Twilight to assume that the magic in the stone pony was amplified into the armour and projected through it as well. She didn't struggle with it though, she doubted that she'd escape the castle without being chased by a dozen or so more of these stone ponies.

The two travelled through the dark obsidian hallways, it was amazing at how detailed the whole place was, the stone was a smooth black obsidian and the walls and ceilings had mosaic gems with patterns which formed into consistent constellations and patterns of stars, it was a beautiful and yet haunting sight. It was when they arrived at the inner sanctum of the 'castle' that Twilight received a greater shock, the walls and ceiling had changed, the whole area was illuminated by light, it was a nebula of light which had replaced the subtle darkness, she could see that the stone had also changed all the walls had shifting patterns of smooth gold and orange, it then shifted as they moved.

This magical stone was something that Twilight had heard of when she was at Canterlot with Celestia, when she asked her mentor about the construction of one of the observation dais' she replied that they were. "They are made from the stones of Etherium, a rare magical stone which was used to forge magical buildings, the stone is very rare and can only be found around magical ley lines, it is a wonderful material which is something we cannot take for granted."

She smiled at the melancholy thought and continued to stare absently at the beautiful shifting stones. It was only when they turned the corner that Twilight had noticed something off about her escort. She stared at what was now a colourful shifting pony with glowing armour that absorbed the light around him, his body made of the stone that the castle was probably made out of was now glowing too. She found this sight amusing and very alarming, if this pony was made from the stone of Etherium, and then it was most likely that he was made of some very powerful magic.

But how much power did Nightmare Moon have to conjure such a creature? Twilight would receive her answers soon as they finally reached the inner court of the castle, the hallways were now a deep navy blue with diamonds and elegant statues of warriors of the past, and at the end of one hallway where the corridor stretched out long than that of any area of the Canterlot courts a single massive set of doorways remained, and Twilight could make out the symbols on the doorways, 2 halves of the moon, there was no symbol or icon of Nightmare though.

The stone pony reached the doors and he summoned his powers, a hoof sized key hole was where he put his hoof and then the magic flowed through, the doors unlocked and began to creak open. The sight before Twilight was more impressive than the nebula stone hallways. The ebony black stone that was in the room was leafed over with gold and platinum, whole stone murals were over every single wall and above a pattern of the skies which changed as the night moved above, it was like staring at the stars themselves.

The floor was draped with a heavy blue and opaque colours, the symbols of the lunar princess was there on each pattern and was followed in pattern with Nightmare's own. The carpet lane however led straight to the end of the throne room, and there where a stone platform sat, Nightmare Moon watched quietly without even twitching, it was like looking at a statue of a real life pony.

Twilight was then released from her escort who dropped the unicorn on her feet and then slowly took a bow before being dismissed by Nightmare who looked at him once. When the doors closed Twilight stared at Nightmare and waited in silence… for about 10 minutes before asking.  
>"What am I doing here?"<p>

Nightmare responded boldly.  
>"Simple, you are here for my judgement, deemed either fit to continue living as my apprentice, or slave…' She emphasised the last part enough to make Twilight shudder.' Or I could have you executed and have you hung to death." Twilight looked at the new queen of Equestria with utter horror.<p>

Nightmare continued.  
>"You Twilight Sparkle have proven in my eyes that you have potential, raw potential to do better, not only for yourself, but for me and the rest of Equestria, as my protégé, or slave." She repeated the end once more.<p>

Twilight was as confused as to the situation, she had the choice to join Nightmare Moon, or was Nightmare just going to enslave her if she disagreed? The whole situation was rather odd, and dangerous, Nightmare could have her executed at any time she felt, and yet here she was, open with an offer Twilight had to make, either join the queen or be taken into 2 worse situations.

The offer of being able to learn new magic piqued her interest somewhere in the recesses of her mind, but then again, this was a pony that had the ability to wipe out all of Equestria and the world if she felt like it. Twilight thought deeply about the offer, she then thought about the impact of joining, she'd be branded as a traitor and as a collaborator, but if she joined then she could help everypony by being Nightmare's favourite right?

The decision finally came.  
>"I would like to join… on certain conditions... I want assurances for Equestria."<p>

The queen raised her eyebrow at the pony unicorn, but this was expected from the student of Celestia wasn't it, being an open hearted fool to the people above royalty? Then again, Luna remained somewhere in her own head or else she just would have enslaved the unicorn outright and have enforced total control over all of Equestria by force. Nightmare then answered.  
>"Very well, I have my own conditions, but you shall state yours first."<p>

Twilight gulped nervously and then stated them.  
>"I would like that you at least cycle the sun and the moon if possible, and if not, increase the moon's own illumination to supplement for sunlight." There were no objections.<br>"I shall join you and I shall serve you as long as I am a part of your court and given the ability to place my hoof in all political affairs." Nightmare smiled at this, she wouldn't be overtaxed with a million bits of paper and ridiculous amount of paper work alone, and she really hated that.  
>"I want you to at least inform me of the fate of Celestia, and have me know of her condition." Nightmare rolled her eyes, Twilight seemed to be quite fond of her sister, she'd soon change that, but she had no objection to the request, she'd show Twilight what had happened to her dear mentor soon enough anyways in order to reel her in, that was the plan to enslave Twilight, but still this would work just as well.<p>

Twilight finished and Nightmare placed her demands clear and forward.  
>"You Twilight Sparkle will if you accept, be a part of my special forces to inquire into Equestrian public affairs. You shall report to me on a weekly basis when I send you out if you join and you shall also work as my private agent in the town of Ponyville." Twilight felt something bad was coming.<br>"And also, I shall show you Celestia and her condition, but you shall have to accept this term, this final one." Nightmare ended ominously.

"What is it?" Twilight asked nervously.

"You are to be declared imprisoned and broken, and I shall have you faked autonomy at a public meeting where all ponies will believe that you have been broken by me, in order to enforce my rule. And you shall take on a new identity in steed of your untimely mental illness." She finished.

Twilight froze; she was to declare herself mentally vegetated? Her friends, her parents would have to see a false being in her place which she would be displayed and they'd have to watch? She thought this was cruel on such a level, but this was for all of Equestria and she did say that Celestia was still here, so it had to count for something right? She pondered, her heart was hurt, she'd work for nightmare and she couldn't help it, she begrudgingly accepted the task ahead as a challenge.

"I accept!" She answered bravely.

Nightmare smiled.  
>"Then you shall receive."<p>

In moments the two vanished from the throne room and into the depths of darkness.

XXXXX

The two re-appeared in a flash of light down in the depths of a dungeon, it was the first time that Twilight had ever been inside one of these places, she had seen pictures and old images of prisons, but never a dungeon that looked like this. The walls were made from black cobblestone and smooth grey stone; there was also some limestone that was in present in the archways of the dungeon itself. It looked very different, and yet it looked as part of the rest of the castle.

"Why are we here?" She asked the queen.

"Simple, to fulfil my promise, and you to fulfil yours, we are here to meet my sister." She explained.

Twilight had a flutter of hope suddenly well inside of her. Celestia was alive, which meant that she and Equestria might have a chance at surviving the coming struggle, but what she didn't know was the condition of Celestia, which she was soon to learn the hard way. They travelled through the dungeons, Twilight kept her hopes up; she wanted to see her face again so badly.

They arrived at a large antechamber which had stairs leading to a single cube in the middle of the room, they descended downwards to it, and finally Nightmare stopped and asked.  
>"Are you absolutely sure you'd want to see your dear mentor?"<p>

"Yes." She replied.

Nightmare didn't laugh; she knew that this was going to break it hard for her once she saw what her sister was like. Nightmare sighed and then proceeded to opening the cube up, the walls of black moved away revealing what was inside, and what was in there shocked Twilight. The clear glass like room had one pony, her regal mane now a mess, she had cuffs which restricted movement, but her body posture was lucid and rather odd, and her face was contorted with a barely lucid look, there were bottles of wine and alcohol scattered around.

She sputtered to herself without even thinking.  
>"So- one thousand years an… now I'm finally deposed! Ha, the way-y life goes…"<p>

The princess she knew was drunk, really drunk; she looked at Nightmare and asked.  
>"What by the mane of Starswirl the young is going on?"<p>

Nightmare shrugged.  
>"You've never seen sister like this before?" She asked.<br>"No!" Twilight angrily replied.  
>"Well that's her defence mechanism when she has too much to bear, she goes into a drunken stupor until she recovers and thinks about her life, which could take years, last time this happened was when our mentor was killed and she was responsible, it was an honest accident, but she got drunk and beat herself up about it for a decade."<p>

"A DECADE!" Twilight looked horrified.

"Yeah, she started to take things differently in phases, this first one being the overwhelming emotional burden going out, and then there's the erogenous phase, and then there's the pity phase, and then there's the reclusion and then finally a recovery phase, but the last time this happened was when she was about 300 hundred years old, and she had 100 years to train under our old mentor. She's probably going to be in there for a long time." Nightmare finished.

"You're telling me that she's going to be like that for 100 years?" She exclaimed in utter shock.

"Maybe, I don't know what happened after my banishment, so it could be less, she could have had episodes like this during the centuries past, and I doubt that anyone keeps a record though." Nightmare added thoughtfully.

Twilight wasn't sure if she was shocked or horrified, Celestia, her mentor ruler of Equestria was in her own pit of disposition where she pitied herself for over 10 or more years? This was a disaster that could well undo all of Equestria! She couldn't believe that this was happening, and she still refused that this could be happening, well almost.

She asked. "Could I go speak to her?"

Nightmare looked at her questioningly.  
>"Are you sure you want to do that?"<p>

She nodded, and then Nightmare sighed.  
>"Very well, but don't let me say I didn't warn you…"<p>

The unicorn stepped down to the cube, she made it to the glass, to her surprise wasn't glass at all, it was a magical barrier formed to keep things inside the cube, she suspected that there was the case of broken glass bottles everywhere that this was the reason for the barrier. She stepped over to the corner of Celestia's vision and carefully called.

"Princess Celestia?" She asked.

The messy looking princess turned her gaze out at the barrier where Twilight was standing and she muttered. "Oh, Twilight, I should have guessed you'd come…"

"Princess I really don't think-." She was interrupted as Celestia droned on.

"…You're always predictable, reaching out to me for help! Never being able to fight your own fights… ever since that damned incident with the thing… what was it again?"

Twilight remembered clearly.  
>"You mean kindergarten?"<p>

"Yeah, when you made that silly doll, it blinded a poor child at one point and caused you so much trouble, even I was disturbed by the sight of that thing, and you'd always come to me going. 'Princess, help me, I don't want to be alone…' Bah, why couldn't you learn to use your magic as a life skill, or a social skill? Rather than going to me…" She hocked.

Twilight felt hurt, she knew that she couldn't convince the princess, if she was as bad at this point she couldn't make any good headway with her. She left her miserable teacher in her state and walked back up to Nightmare. But before they left she asked.  
>"Where is she getting all those bottles of alcohol?"<p>

Nightmare shrugged.  
>"I have no idea, she summons them somehow to make infinite wine, and she's been bathing in the stuff at one point that I had to include a drainage pipe in the cube." She added. "Let her disposition run its course, she'll feel better in about 6 months, or something close, then you might have a good word or two in." Twilight nodded and headed on with the queen of the night, they teleported once more.<p>

XXXXX

They rematerialized inside of the room Twilight had first awoken in; the room's setting had changed as it now sported a balcony and 3 new windows. She wondered how much time it had taken to alter it, but she didn't bother investigating now, Nightmare was addressing her for the other demands.

"So, you spoke about the sun and the moon, you wish for the sun to be cycled once more?" She asked.

"Yes." Twilight said hopefully.

"Ah ha, no." The queen of the night replied.

Twilight's face seemed to drop a bit, but then the wispy mane of Nightmare look up again, and Nightmare stated. "Here's the deal, if I start cycling like my dear sister did, the ponies will only take advantage of the situation, and seeing as you suggested a supplement for the sun, we will compromise on that deal, I'll provide the means of keeping Equestria and the world alive, but by my moon."

It wasn't much but better than dying foals and starving ponies, Twilight nodded.  
>"Good, then about your position, I will be assigning you some of my paperwork, seeing as you'll be my public relations with Equestria I guess it would seem fit to inform you of all significant changes. I shall send them to the library where you have decided to remain, and I shall send in a few of my good stone golem guards to aid as well, they can help deal with any problems you might incur when you take the position."<p>

"What about the decision about my imprisonment?" Twilight asked.

"Simple I just imprison you and claim you as your own daughter of my flesh and blood and your own, and then have you sent there under the guise of a pony named… Nightswirl?" She asked.

Twilight thought about a name, she knew that this was horrible to her friends, but Nightmare had kept her deal, she had to honour it as well or it could spell disaster for all of Equestria, sacrifices made would be paid for in the future though. She shook her head and thought back, what would suit her position, what would work for her? And then it hit her, the images of the nebulas brought her thoughts to the one and only unicorn she had a deep respect for in the past history of all unicorns.

"How about Starswirl?" She asked.

"The unicorn mage who was the father of all magical developments of the 1000 years past or the pony mare who made the skies of all over Equestria as beautiful as ever?" Nightmare asked.

"I think the mare would do, who was she anyway?" She asked.

"A past generation before the bearded one came along, she was said to be a regular earth pony that used her magic inside herself to craft and shape the heavens, and she was as powerful as me or Celestia but vanished into the skies looking for her own path to happiness." She replied melancholy.

It seemed that Nightmare had a fond memory of the old Starswirl, Twilight couldn't complain.  
>"Okay then I guess that Starswirl the young and beautiful will have to do. But what about my story, what am I supposed to say to everypony when I get there?"<p>

"Oh, you'll be the magically birthed child of Twilight Sparkle who I violated and then forced into labour and now have been asked to serve as the town's overseer until I say when it is to end, the rest is simple you were magically grown in your mother and such and such, the rest is self-explanatory, just don't muddle things up, and also you have a shy personality." She finished.

"Wait, you're saying that you're going to tell everypony that I'm a bastardised child of me being raped?" She said in shock.

"Well, better that than having you as my daughter or having you as some random pony from nowhere, it's better to have a story where no one would touch on rather than one ponies everywhere would begin to investigate unless you'd rather break our agreement?" She raised an eyebrow.

"No, but it seems too cruel." She added.

"We all suffer some cruelty at one point in our lives Twilight now; I think I know what to change permanently, your mane and your coat and cutie mark." She summoned up some magic and soon Twilight was encompassed in a warm feeling.

The warmth receded in a wash of light and soon there was no longer Twilight Sparkle standing in the room, her body was a blue coat and her cutie mark had changed to a galaxy of beautiful spinning lights, her mane was a pretty pink, red, purple and magenta, her eyes had turned purple and she looked slightly shorter if it wasn't for the fact that she still had her horn.

"That horn is probably the only thing that sticks out the most, but aside from that, you look fine." Nightmare commented.

Twilight looked into a nearby vanity mirror where she stared at herself, it was all gone now, she was no longer Twilight, she was Starswirl, and young mare recently born. She couldn't have chosen any better form, but it was better she took this one than broken a promise; Nightmare was adamant that this was the only way now.

"Okay, so I'll let you rest for the night, your golem Iron heart will deal with any food you'd like and I shall meet you outside in the courtyard in the morning, don't be late." She finished.

Twilight stopped Nightmare though.  
>"Wait, I need to ask you one thing!"<p>

"What?" Nightmare looked at her.

"Why did you spare me?"

"Because Twilight Sparkle, I love you…"

XXXXX

The first time I've written something like this, I have to admit, going off on something like this from my usual grimdark war fanfics and constant adventure space themes is refreshing, to take a different view of a tv series like MLP is interesting, and seeing as I wanted to do something with the old G1 starswirl this was it.


	2. Chapter 2

CH2

XXXXX

Homecoming…

XXXXX

When Twilight, now Starswirl awoke the next morning, she thought about the conversation from last night, Nightmare Moon had admitted it, she loved Twilight! But for what reason? Twilight had none of the answers however Nightmare promised that she'd tell her once the time came, for now she had the arduous task of facing the coming storm, going to Ponyville. She was going to see her friends again and her favourite number one assistant. She smiled at the thoughts of going to Ponyville, her home, but it also disturbed her, she was going to go see them and not be able to tell them of who she was. She was supposed to be a vegetable who now served the new ruler of Equestria.

She had a restless night, or morning, she had no clue as to what time it was and Nightmare promised to have somepony start constructing new clocks with definite timing systems to allow everyone to know what time it was to sleep, or something to help sort out the problem with timing. Twilight drifted through her own mind, thinking about what was to come, her parents were going to see her and all of her friends, but now under the guise she was gone and Starswirl was to inherit her magical traits and prowess as the daughter of Twilight and Nightmare.

The idea of having the backstory of being the daughter of herself and the queen made her feel sick, the idea of raping another pony was a taboo, but it couldn't be helped, it was either that or having to make up some ridiculous story which would be more transparent than glass. Still acting out the part was not in Twilight's forte, she had never tried acting like a young mare like herself, and she had never even seen any of the plays of drama or even proper theatre.

She just prayed that she would pull it off without raising much suspicion. It was another few hours until the announcement came, she woke up with her hair a mess and she quickly went and cleaned it up before breakfast. As if on cue the door was knocked on 3 times. She answered.  
>"Come in."<p>

The doors magically opened and the stone pony servant appeared with a single tray of milk and cereal, he also brought in a few dandelion waffles and sauce. She felt hungrier when she saw the tray filled with such delicious food. "Thanks." She said as the pony then walked off without a word.

The stone golems had piqued her interests for a while, looking at them she could see something different about them, they looked like ponies, yet they had the colour of marble and acted rather autonomously, Nightmare let her read a book on what the golems were supposed to be, loyal guards who served their creator without question, they don't feel fear or death they just obey. She had her reservations about the stone golems. The stone creatures obeyed only those who create them, but what happens if that being is an evil creature? She couldn't ponder on the thought as time counted down; she needed to hurry to join Nightmare at the front gates.

The mare quickly finished her breakfast and grooming before she headed back out the room and asked the stone golem to take her straight to the carriage. Before Twilight had left the room she had packed 3 bags, books which she had ordered from her golem to take up for her, the library had a dozen copies on each anyway. Nightmare had allowed for Twilight to study the darker arts of magic; however the more powerful defence and morphing spells to defend her and others, there was also something on golems she wished to use.

Once they arrived at the gates where their carriage was awaiting them, Twilight finally saw where they were, outside had thick mist which seemed to stretch forever into the darkness, and that was when she realised that it wasn't mist, those were clouds. The whole castle was in the cloud layer, they were in a floating fortress. Twilight wished she could see more of the whole castle, but the heavy cloud layers made that impossible.

Twilight arrived at the carriage where there were 4 guard golems and 2 other ponies, one being Nightmare herself, but the other was lavender, Twilight was looking at a pony with exactly the same face as once was hers, she had a starburst cutie mark, her mane had a pink stripe, and her complexion was dreary, this Twilight was a worn down pony dressed in smooth silks and had a strange amount of markings on her body.

"Well greetings Starswirl have a nice sleep?" Nightmare asked.

Twilight- Starswirl broke her eye contact with the other version of her former self and replied.  
>"Not really, I've just been thinking about the whole idea about this…" She replied eyeing her other form closely with unease.<p>

"Don't worry about her, she's not really you, she's an empty shell I made to replicate you, she's got basic movement and the ability to obey and she has your blood to ensure that should anyone test the theory about if she was real they'd get their answer. Besides, it doesn't matter to you now does it? You're already dead, taking the agreement that seals your fate, bound as Starswirl, the daughter of Nightmare Moon and Twilight Sparkle." Nightmare reminded her.

Starswirl nodded. "Okay, let's just get this on…"

She hopped into the carriage next to Nightmare and the clone of her once happy self, the stone golems who were to take them reared up and magically sprouted wings, in moments they were airborne from the castle and heading to the land below.

The trip through the skies was different, it seemed that the eternal night had brought with it a bit of a chill, the ponies surely would be freezing from the effects but Nightmare commented.  
>"Don't worry about the morning temperature; it's always like that now. I hate it anyway and I hadn't really thought out that much on trying to summon something warmer…" She mumbled to herself.<p>

The carriage made its way to Ponyville in a few minutes; Twilight absolutely dreaded the thought of facing the ponies of the nice town, not to mention her 5 friends. She was supposed to be a slave for Nightmare and Starswirl her daughter was supposed to be working as the public relations for Nightmare and the rest of Equestria, in some sort of fashion considering Starswirl had absolutely no clue as to how relations between tyrants and people even worked.

Golem Twilight shuffled about as they made their last approach to Ponyville, down in the town centre there was a buzz of activity, a massive platform had been erected for the announcement and a dozen golem guards were waiting for the carriage to arrive. Everypony in Ponyville was there to watch the coming of the new ruler of the kingdom, Starswirl could just make out her friends from above, and they were hidden alright. They were the only ponies who had taken to wearing cloaks and hats, which in hindsight it doesn't seem so well hidden in a population where the use of clothes is very scarce except during winter and occasions of formality.

The carriage landed down behind the platform and Nightmare stepped off first, she was then followed by Twilight and Starswirl who had decided to hide behind the two. Nightmare's arrival sparked a murmur from the crowd of hundreds of ponies who looked on at the new ruler with fear and uncertainty. Nightmare kept her arrogant aura of supremacy to an all-time high as she addressed them.

"My loyal subjects, I have finally returned, and as the new regent of Equestria it seems you have been blessed, my power now feeds your crops through the light of my moon and the lands will continue to exist under the guise of eternal night. From this night forward the kingdom of Equestria bows down to me!" She punctuated the last bit with gusto before pausing.

Everypony had their attention directly to Nightmare unaware that there were even 2 other bodies next to her, that was until she introduced them. "Now, I must announce a new order of things to come, first shall be my legions of warriors from the Lunar Knights who have been banished from the lands during the great exile of my defeat, they will be coming back into Equestria as law enforcers. These golems however…' she pointed to the stone ponies. '…will be in charge of security of every town and city in Equestria, anyone who attacks one of them shows disobedience to the law of the kingdom and directly opposes me, the consequence for such actions will be met harshly!"

"As ruler I shall also be bringing forth the introduction of a new military, there will be enlistment for those who wish to join for the greater Equestrian cause to expand and protect our homelands. And as of this Friday it shall now be called casual Friday, somepony had left me the note in my mail box before vanishing so I assume that it was a request?" She said perplexed.

There was a minor squeak in the background somewhere but then the queen continued.  
>"And finally as a last announcement, I have brought with me my new lover Twilight Sparkle and our daughter Starswirl…" She stood aside from Starswirl and she was in the open. Starswirl blushed furiously and tried to hide herself again. Being a bookworm for most of her life, the prime spotlight for the unicorn wasn't somewhere she liked to be seen.<p>

"My dear daughter is a bit shy, I must admit and being only born 1 day ago with the enhancement of magic. I can be certain that she has much to learn yet… my dear lover Twilight here had decided to ask for Starswirl to live her life out in Ponyville until she is old enough to decide for herself. And of course I do like to make a point for those who were friends with my dear Twilight to appear." She stated clearly enough to make everypony look around.

After a minute when they didn't, Nightmare summoned her magic and plucked the 5 friends into the air. Rainbow was attempting to fly away, Applejack was kicking in the air, Fluttershy was frozen still, Rarity was a little frazzled and Pinkie was looking a bit better when they heard that Twilight was still alive. They landed in a neat pile on the end of the stage, the 5 clustered up, with Rainbow at the front ready to pounce.

"Oh don't be like that, you're fools to oppose me, and where has that gotten you? A friend who is now ashamed to look at you, and her daughter with her memories of how you left her to rot?" She laughed coldly.

"We didn't leave her, she made us leave!" AJ defended.

Rarity pleaded to the golem Twilight who stared at them absently.  
>"Please Twilight comeback to us, we planned on getting you out from her grasp…"<p>

"That won't be necessary; your dear friend Twilight had made it clear when she bargained with me." Nightmare let a cruel smile appear on her face.

"What?" They all exclaimed.

Nightmare enlightened them. "Your friend obliged me with conditions to how Equestria would be safe as long as she remained as my servant. I would forever be allowed to abuse her in any fashion, and she would remain with me till the end of time. The conditions were that, you would be left alone, unless you directly oppose me, the moon would feed the lands with magical light, there would be no conflict with any nations as Twilight had wished to specify in order to keep the lands from being overrun by whoever, and her daughter would remain with you, her most dearly trusted friends in order to live in happiness rather than seclusion."

"But why?" Rarity asked.

"Because she said 'it's what friends, do', she had allowed me to abuse her body to which has provided me an heir as well as hers, and she will continue to help with my sister. Celestia is still alive and somewhat disposed to do anything." She replied.

The sound of Celestia's name seemed to reassure the ponies about what their lives were going to be like, if their ruler was still alive then the kingdom could still be saved. Though the mentions of the heir did make them shiver, how she managed to give birth in such a short time must have had some serious effects to her mind.

Rarity made an observation and asked. "Why doesn't Twilight speak to us?"

"Oh, as a side effect to such a short birthing period and because of having to give birth in one day, Twilight is in a catatonic trance where she will eventually recover. I don't know the details of what the effects are, but she'll comeback in her own time, now is that everything?" Nightmare asked cutly.

The ponies had nothing else to say, at least nothing constructive, they held their peace and Nightmare finished her announcement.  
>"So, my daughter shall be assigned to Ponyville, Starswirl shall inform me of public relations and conditions of the kingdom and she shall also work to improve conditions if she can in my reign. If that is all, I shall take my leave." She finished and turned away.<p>

The carriage of Nightmare departed with the Twilight golem and so everypony watched as their new queen departed and left them with a rather perturbed group of friends and a blue unicorn who looked like a bit Twilight. When the crowds dispersed Starswirl faced her former friends, as lucid as the term was in this situation.

It was an awkward scenario that the 5 didn't wish to share, except maybe Pinkie but that was for different reasons altogether. The silence was broken between them as Applejack was more willing to be forward to their former friend's daughter.  
>"Well how do you do Starswirl, I'm Applejack; I guess you'll be staying where your 'mom' did?" She asked somewhat unsure of how to react to someone so different yet so close.<p>

Starswirl was pretty sure that she didn't want to talk about moving into the residence where Spike was, but she had to, she knew it was going to break his heart when he heard that she wasn't going back to see him again. She replied quietly. "Yes."

They guided her in the direction, Pinkie was somewhat happy that there was a pony that would be happy to be their friend. "So Starswirl, what is it like having queen meanie as your mom? Is it like being posh, or like grey? Or maybe…" The party pony rambled on as they walked down the streets to the library, along the way the ponies of Ponyville stared at her as if she was a leper of sorts.

Rarity tried to make conversation as well inquiring.  
>"Starswirl my dear, might I ask you about your, cutie mark?"<p>

"Yes, of course, what would you like to know?" Starswirl asked.

"How is it that you have a starburst within a spinning constellation of stars?" She asked looking carefully at the cutie mark.

Starswirl hadn't noticed it but Rarity was right, the star swirl pattern of the cutie mark was hiding the starburst pattern of her former life, she didn't know what to say.  
>"It's hereditary I guess, mom was a lover of astronomy, and Luna is the goddess of the night time, it would make sense that I'd end up with something in between." She replied.<p>

Rarity raised an eyebrow but simply accepted it as a reasonable answer, many ponies had something in relation to their families, Twilight must have had something to like about the night skies, so she simply let it slide for now. Fluttershy was still being as hidden as possible, and Rainbow threw Starswirl very uneasy looks at her, she didn't like any of it. Being the one who held loyalty at her core she didn't like the fact that any of this had happened, especially since Twilight had trusted her, but she couldn't stay mad at her friend's daughter now could she?

The 6 made their way into the library passing the last of the ponies who were staring at the daughter of the queen of the kingdom; many stares were of contempt for Starswirl, but also pity, being raised as the daughter of such a terrible ruler. When they arrived at the door to the library the group noticed that the lights were on and probably spike was waiting inside hoping for some good news.

Applejack knocked on the door and waited for a response.  
>"Who is it?" Spike asked.<p>

"It's us Spike, open up, we have someone you need to see." Applejack replied.

The friends were wary of how Spike would that the news, he'd be devastated by hearing that Twilight might never comeback, but it was better than lying to him about what had happened. The library door opened revealing the young baby dragon, he was looking at them hopefully and he saw Starswirl, he brightened up and exclaimed.  
>"Twilight?"<p>

But before anyone could correct him from the poor lighting outside, he jumped up and hugged the blue mare without thinking. The awkwardness of the situation did come to light once the baby dragon dropped back and had a good look. "Umm, you're not Twilight…" He said perplexed.

"We were going to stop you but you jumped up before we could say anything Spike." Rarity said.

"Oh, then who's this? And where's Twilight? Wasn't she supposed to be at the announcement?" He eyed them.

Starswirl knew that this was going to hurt him badly once they told him, the honest of the 6 of them explained. "Ah don't know how to say it, but, Twi' ain't comin back Spike." AJ said looking at her hooves.

Spike visibly blanched at the statement and looked at them with some remains of his hope thinking that it wasn't true. "NO, please, tell me that she's coming back… I don't know what to do without her, guys come on…" He looked around desperately.

"Twilight's gone Spike, Nightmare took her from us, her mind ain't in her head anymore, and from what Nightmare said to us, she can't come back." Applejack continued.

Spike took the news hard, he didn't know what to say, he looked around and then stood there shell shocked, this was to him what was like to anypony losing their mother or father, and he had loved Twilight like his own mother, and now. Starswirl hated to see her former assistant to lose all that he loved for her former life; she then stood up to take control.

"Spike, mum used to think about you a lot… I know that you miss her and she misses you, but please don't lose hope, she still might come back one day." She put her hoof on his shoulder.

"Who are you to say that?" He glared.

Starswirl felt the pain in her heart when she looked at him, she felt the need to tell him, but she wouldn't, this was payment in equal sense for taking on the burden of a new life. She then replied with a hug that took Spike and the others off guard.  
>"I'm Starswirl, her daughter, and I'm your sister, she misses you Spike, don't give up."<p>

Spike held that startled expression until he hugged her back, he could feel Twilight's warmth, a phantom sense which he'd remember for as long as he could, he then let go. Starswirl looked at him and asked him. "Do you remember what my mum used to be like?"

XXXXX

The group of friends entered the library, it was as how Twilight wanted it to be organised, and Spike had spent the past day preparing it for Twilight's return. He expected a happy reunion not a farewell to the one he held close to him, Spike gave a recollection of his life with Twilight to Starswirl; she listened intently on hearing how Spike viewed her former life.

"Being a bookworm, she had it pretty good, I don't know, maybe it was because she paid more attention to magic it seemed to give her a reputation, I was there when she performed her first transmutation with alchemy. That was an awesome spell. She kept tell me off for eating her notes on the spells though." He chuckled.

The friends laughed as well, except Starswirl who simply stared at her cup and smiled at the fond thoughts of her childhood. Spike was right, she did go over her notes intently and he then ate them before she could ever get the alchemical combinations correct, she still proved a brilliant mind though and completed the task in short order.

"So Starswirl, why do you keep looking at your cup?" Spike asked.

Starswirl snapped to, she knew what he probably suspected.  
>"Oh, I was just remembering all the things mum had seen. She gave me her memories before Nightmare finished aging me, she wanted me to make sure that when we met we'd be as close as family as possible."<p>

Spike seemed to nod and accept the response; he went back into his own thoughts though.  
>"So I guess having a lot of Twilight's memories, I guess this means you're here to stay?" He asked.<p>

"Yes, mum had me put here for the time being, she thought it would be appropriate because I took her interest in books, and I know you all, she didn't want to see it any other way. She misses you Spike, and she didn't want to leave you here all alone, and I didn't want to miss the chance to see you myself." Starswirl explained.

Spike seemed to lighten up, his mother gave him a sister and that would be enough for him, he could still be the number 1 assistant, brother and son to his only family. He asked.  
>"What are you planning on doing here in Ponyville?"<p>

"I planned on studying here in place of mum, and she also asked be to keep an eye on things for everypony, the chances were that Moon would use her new powers to put a lot of good ponies into bad situations and she didn't want ponies to get hurt for the sudden changes. I'm here to work as public relations until somepony else is chosen to replace me." Starswirl relied.

The friends held their silence for some time until Pinkie asked.  
>"So, do you think we should hold a welcome to Ponyville, happy birthday Starswirl party?" She said enthusiastically.<p>

The 6 friends stared at each other until they all broke out laughing; the night was punctuated by the happy laughter of 6 friends, 6 wonderful friends. And then it was followed by some music and cheers, it was the best way to end a chapter and begin a chapter for the friends of Ponyville. Starswirl was happy; her memory would live on with everypony in a way it would keep the 6 together and with Spike who would help them along their lives. Until one day when Starswirl revealed the truth, this facet of life would continue and all would be well with the world.

XXXXX

Shadow Star Castle

Within the dungeons where the princess was being held a figure entered the chambers, she had her lavender coat covered in a dress of navy and deep magenta. Her hooves echoed as they travelled down to the centre with a catering of food stuff, the princess would be hungry and with all that alcohol Nightmare didn't want her kin continuously pitied in the depths of her own disposition for a decade, she'd try other means to reach her.

The lavender mare reached the cube and pulled the walls away with her magic, she had memories as Nightmare had experimented on trying to make her as advanced as possible. However she was still restricted to basic levitation and spells and had no emotions, there wasn't the spark that had given her sentient thoughts of being able to live as the original did.

Upon opening the cube the mare stepped through and stated in a drone.  
>"You're dinner my lady."<p>

Placing the tray of food the mare didn't hear any response and began to head off, however something grasped her hooves, she looked down to see that magic tethers had grasped her. The mind of the advanced golem wasn't very effective and it didn't know how to respond to the action, and thus it was pulled into the cube where an indisposed Celestia lay. Her bloodshot eyes glowing as her magic brought the mare to her side, she needed to do this, for her ponies, this was needed.

The unicorn mare stared dead into the eyes of the once regal monarch, Celestia felt her mind enter into the shell, she needed to do this before her depression grasped her mind again, this was for Equestria, this was for her student, and she needed the chance to speak to her, if not in person, then in some other form.

"Hear me soul, take me and bind me, and lift me to your heart, accept me and become one." Her magic flowed freely into the Twilight copy.

The mind of the flesh golem had never felt such an experience, the spark, the spark of something came to, and soon the body of the unicorn glowed and stood there unknowing as to what was going on until the spell finished. The copy stood there even as Celestia fell into unconsciousness from the expenditure of magic.

The mare stared out into the chamber until she finally spoke her first words.  
>"I'm alive…"<p>

XXXXX

Ponyville

Twilight fell asleep after the celebrations ended, her friends as sorrow for losing a friend, they gained one, one that they would not lose, she would be by their side, through thick and thin, they'd be together. The sorrows had ended, now it was recovery, it was time to go on, to live their lives. But this was the beginning of a number of new journey's not just Starswirl, but all of Ponyville.

But for the time being, everypony would have bittersweet dreams. Starswirl was curled up next to Spike, who was happy to feel her again, even if she wasn't there.

XXXXX

(Update!)

Sorry guys I've been kind of tired with this chapter, I didn't know how to begin or end it, so I took the best idea I had. This is the beginning of Starswirl, and the beginning of another, oh boy, Twilight the reborn has come to pass, now how will the 6 deal with the future?


	3. Interlude

CH3

XXXXX

Passing the torch

XXXXX

It was about morning when Starswirl woke from her sleep, her alarm wasn't supposed to wake her from sleep for another 1 hour. It had been the only thing that seemed to help differentiate from the morning and night. When she woke it was about 6.30 in the morning, she found that her coat was still blue, and Spike was nestling into her sides happily dreaming of Twilight.

She smiled and carefully got out of bed, she didn't want to wake Spike, he was happy dreaming about their past times together, and she wouldn't interrupt that. Besides she had a number of things to do, her first would be to eat and then she would have to go and retrieve the mail from Queen Luna, she decided it would be appropriate to adjust her 'mothers' name accordingly and she didn't want to constantly refer to her as Nightmare Moon for the rest of her life, it seemed far too much of a mouthful, and by everyone's understanding she was her daughter.

Starswirl found her way downstairs and to the kitchen, she found that Spike had gone out of his way to prepare everything, just like she wanted him to. All the pans and pots stowed according to their size and types, every little detail of the utensils in order and sorted, the fridge was also packed well thanks to her No1 assistant. She pulled out some pancake mix and began on her breakfast, she'd make something for Spike and then she had to head off to go get to work, she would surely have to go see her friends about the paper work that Luna was bound to send.

She finished breakfast in record time, probably due to some sense of anxiety floating in the back of her head, this was all so very new to her, being a new pony in her old life, it scared her what was going to happen when she had to tell everypony who she was, if the time ever came. Starswirl finished making something extra for Spike when he woke up, she left a note on the table about where she was going and then she departed the library with 2 satchels on her sides.

Exiting the library revealed a very different sight to what she was expecting, when she walked outside she found herself looking at a very large crowd of ponies, and they were looking back at her. One cried out. "There she is Nightmare's daughter!"

The ponies didn't waste any time, they started to push against her, she didn't know what was going on… and then she was pulled to the ground by few of them, she was panicking she was about to be crushed by a mob of ponies! It wasn't until somepony else shouted.  
>"STAND BACK BY THE ORDER OF THE QUEEN!"<p>

The crowd dispersed justly as a large thud of hooves collided with the ground; Starswirl watched as the sounds of the ponies drew closer, she was then greeted by the armoured hooves of 3 large ponies. She looked up to see them, they had black armour that seemed to reflect the moonlight and had been polished so thoroughly she could see her own reflection amongst the low glow of the light.

The lead pony that had dispersed the crowd put his hoof out and offered it to her.  
>"My lady, your mother has assigned us to the town in order to ensure your safety, please accept our apologies for not tending to this crowd sooner."<p>

Starswirl accepted the helping hoof and replied stunned.  
>"Thank you, I didn't know Luna had assigned me any guards."<p>

"Oh we're not guards my lady, we are knights, we are those of the Lunar Order, ones who served Luna 1000 years ago, we recently made our return about one night ago, she was adamant that we begin by watching over the town and ensuring your safety." He explained to Starswirl.

Once Starswirl was up she noticed something, the crowd didn't look like an angry mob out to stick pitchforks into her, they were a crowd with bits of paper and what looked like a number of bits of formal and non-formal, business attire, she then asked.  
>"Are these all the ponies here for me?"<p>

"Yes my lady, however the reporters and journalists have pushed ahead of the crowd, by majority they are here to have you deal with 1/3 of the needed workload which had been dispersed by our queen, we are simply here to help in some manners with crowd control." He explained.

Starswirl looked at the crowd, many looked impatient, and a number of them looked tired, they had a number of papers with them and many were in a rush. Starswirl counted a total of 40 ponies that were present, and then she asked the knight.  
>"Wasn't my workload supposed to be sent by mail?"<p>

"It was, however due to fact that the queen is dealing with all mail sent work, you have been assigned to deal with personal face to face administrative work." He replied with a bit of a smile.

Starswirl felt much cheated. 'That pompous black hind quartered MULE! So this wasn't just about me being her slave, it was her being able to do the easier work?' Starswirl was gritting her teeth and seemed to fume, enough that the ponies around her stepped a few steps back. The knight asked.  
>"Do you require any guidance on who to meet first?"<p>

Twilight turned her attention to the stallion who then shut up immediately.  
>"Okay, so here's the assistance you could please provide to me, first please have all of the more critical matters first, and then the less serious administrative work second and then whoever else last, and if it's reporters or journalists hold them until last."<p>

The stallion nodded at the aggravated mare and turned to address his subordinates at organising the crowd, ponies complained, but that wasn't the problem for Starswirl. She had no idea what she was expecting to get done from all of the ponies she had to meet with, she told the knight.  
>"Could you hold the crowd here, I need to find some assistance."<p>

The knight replied.  
>"Very well my lady, please do not take too long, this crowd has been waiting since 6 of this morning."<p>

She curtly thanked him and then in record breaking time she vanished off towards the closest friend she could find, and that would be down by either Sugarcube Corner or she'd have to go to Rarity's boutique, either way she needed to find her friends before she started doing some of this heavy paper work. And Celestia knew what she was going to have to deal with…

She bounded to Sugarcube and hoped that Pinkie was awake.

XXXXX

At the black floating fortress of the new regent of Equestria, Luna was finishing all of the written letters, that had been the shortest 2 hours of writing in her lifetime, and it was particularly interesting as to how much had changed, she heard so much about the world around Equestria and how much time had passed with change. She would have to catch up by some other means and of course the 'progress' of learning everything that had changed since her banishment was going to be an arduous task.

She decided to put some time into her research once more about the golems she had made, her last batch had proven to be capable of adapting to the task of flight with growing wings, this proved that it would be possible to adapt something like this into the copy of Twilight, but that would be at a later date. Luna figured that trying to adapt wings to a horned unicorn copy wouldn't be very smart considering that the unicorn had no idea of flight and the copy hadn't been taught about using both wings and horn, the pony would probably fall like a stone in water.

That reminded Luna, where was that blasted unicorn?  
>"Twilight come in here!" She called.<p>

It took a minute before the unicorn teleported into the room, that was certainly new, she never remembered teaching the flesh golem how to teleport.  
>"Where have you been?" She asked.<p>

The golem looked at her and then replied with a smile.  
>"Nowhere my love…"<p>

That was certainly disturbing, she hadn't even taught it to smile, and as a matter of fact it was acting as if it was alive… The realization hit the queen like a ton of stone; she stared at the mildly expressive mare and then asked.  
>"How is this possible?" She exclaimed.<p>

The pony facsimile shrugged and replied.  
>"Magic?"<p>

This was something that Luna hadn't been expecting, something was off with this golem, and she could feel it. It was like something had set off the spark of sentience, yet it was copying it from someone else, and that was frightening, she didn't remember ever transferring any of the emotions she had, which meant someone else had. She looked at the smiling pony and then she found it, she gritted her teeth and then found the warm smug look of her only family member.

"CELESTIA!" She shouted.

The Twilight replied. "Ha, no, Celestia is still in her chambers, she gave me however, a gift." The pony smiled looking at her hoof while keeping her distance to the lunar queen.

"Damn you Celestia, what did you do?" She angrily glared at the unicorn.

"She said to say hi, and also she says that I have my own purpose now, and that's to watch over my little ponies while you reign, she wants to make sure you keep your end of the bargain you offered to Twilight, and I can see you're already started?" She pointed at the paper on the desk of Luna.

The queen replied.  
>"That is none of your business, you half failure of my sister, Twilight made her decision, and I accepted it, you have no right to interfere!"<p>

"But we have every right to intervene and we have every right to watch our student, besides, we are Twilight now, and I am not Celestia." The Twilight replied with a raised hoof.

The copy was right, in every sense this was Twilight, but a copy with memories and now her sister's attitude and emotions, this was making things worse for her, and she was going to have to deal with a copy of her sister running about. But the contract was still here, she couldn't break it, not while Celestia was present, she'd never live it down, and she sealed it with magic when Twilight accepted.

Luna receded herself from her aggressive stance at her sister, and then told her.  
>"If you intend to be the new Twilight, you are to be at my side for the duration of my reign, I will admit times when you can depart to see your, former apprentice, and what should be done, but aside from that, you remain here with me, Twilight." She warned.<p>

"Very well my lover, I shall." Twilight replied with her smug smile.

Luna felt as if she could rip out her gaseous mane, but thankfully that wasn't physically possible and it would look horrible on her. She decided to not lose face in front of this combined creation; she'd have to live with it until their contract ended.

XXXXX

Upon entering Sugarcube Corner, she reached the door and opened it, the heavy smell of fresh baked bread and pastries filled the room, she found that a pink haired mare was working at the counter when she entered, she was bit surprised at the arrival of Starswirl, she usually expected the morning mail mare to come by.

"Hello, can I help you dearie?" She asked.

Starswirl panted and replied with a false smile.  
>"Sure, is Pinkie Pie around?" She asked with a bit of haste.<p>

"Yes, why?" The mare asked.

"Tell her that Starswirl needs her to help with something very urgent." Starswirl stated.

The mare put the pastries down and called to the kitchen where Starswirl assumed that Pinkie was helping bake all the pastries, and of course the pink ball of fun popped from the door when the mare told her who was waiting. Pinkie literally rocketed from the kitchen with a tray full of pastries she just made and landed in front of Starswirl.

"Hey Starswirl! Oh goodie, I didn't expect to find you here so early, I mean with all the night time eternal… (10 seconds worth of blabbering) and so I made you these cupcakes, I thought it might liven the mood around town for everypony!" Pinkie shoved a cupcake tray with cupcakes of all types.

Starswirl found herself looking at a tray with 6 cupcakes, each had a unique colour and had a icing marking with each of her friends cutie marks on them. It looked rather beautiful, yet somewhere she was sensing some kind of danger, she just didn't know where that feeling was. She shook out the thought and got back onto track.  
>"Look, Pinkie I know that you've put a lot of work into those cupcakes, but I need your help."<p>

"Sure Starswirl, anything to help keep the plot going." She replied happily looking at the author as he typed.

Starswirl stated at the mare and just facehoofed and said.  
>"Go and find the others and please, could you gather them at the library, I need to talk to them about some rather important work, I'll meet them there in 30 minutes, I need to look for something at the general store."<p>

"Okie Dokey Lokey (I have no idea how many variations of these there are)." The party mare said before Starswirl left the shop and headed off to the General Store.

Twilight was improvising on what to do about the crowd that was now gathered to have her deal with all of the harder paper work meant for the queen, who she was going to mail in the afternoon, if she had the chance. Twilight entered the local shop and began searching for the one thing she needed, a lot of paper parchment and ink.

The store owner was a colt named Handy Dandy.  
>"You want WHAT?" He exclaimed when she asked.<p>

"I need 50 meters of paper, delivered with 1 gallon of ink, 4 shaded maximum size umbrellas and 3 utility tables double size, 6 chairs with 4 lamps and a cooler." She repeated.

The colt then said.  
>"Oh, that, okay, when did you need this by?" He asked.<p>

"Oh about 30 minutes in the front of the library?" She replied.

The colt then looked at her and said.  
>"Sure, do you want to pay by cash, or by card?"<p>

Starswirl looked into her satchels, if there was one thing she had learned from living with Princess Celestia, it was asking for minor favours. And also she had Celestia's Equestrian Express Gold, it happened to have been lying around in the library the day before the revelations about Nightmare's return and Twilight was supposed to return it to Celestia the next day. Well at least the princess is too indisposed to know about it, so a minor withdrawal wouldn't hurt right?

She handed him the card.  
>"Here…"<p>

The colt ran it through and the bill to Celestia would come later.

XXXXX

Back in the chambers of Luna, Twilight lay on the silky velvet bed of the new queen, it was a wonderful feeling, very smooth and it was magic, it had very nice warmth to it, she rested until she suddenly felt something happen, as if someone was charging money off of her credit card, this only happened because she had enchanted the card if it was ever lost, and now, she felt as if she could scream at somepony.

XXXXX

Starswirl arrived back at the library hefting 2 bags of ink and paper, the rest of the purchases would arrive by wagon. Starswirl was greeted again, by the crowd of ponies who wished to see her and of course in her absence they seemed to have grown in number, the knights had also increased with their presence to control the now 25 metre long line of ponies.

There were also presently a number of journalists and reporters out to learn about Starswirl.  
>"Miss Starswirl, how does it feel to be the daughter of the tyrant of our generation?"<br>"Starswirl, do you think that this eternal night might end?"  
>"Starswirl, Chuck Pad, from Equestria Daily, how do you feel about the current ruler and your mother?"<br>"What do you think about taking the throne when the time comes?"

Starswirl avoided all the questions and made it to the knights who deftly pushed them back from harassing her further, but the questions all hit home, what was she going to do? Her mind turned from the turn out of the pony reporters and to the group of friends at the end of the line, they had been waiting for her arrival.

Rarity greeted her.  
>"Starswirl, what is this all about meeting us here? And who are all these ponies?"<p>

Starswirl explained.  
>"My mom, decided that I'm supposed to deal with 13rd of her paper work, sadly that meant any form of paper, and thus now I have to deal with all these ponies asking about specific things I have no clue to answer, which is why I kind of decided I needed help." She scrapped the ground with her foot innocently.

"Oh, sure we can help!" Pinkie replied happily.

"Uh, I guess we can try." Applejack said thoughtfully.

"Lame… but then again, I'm in." Rainbow muttered.

Fluttershy squeaked. "…okay…"

Rarity agreed.  
>"I'm ready to help; besides, I have been having some difficulty trying to provide good ensembles during this sudden change in conditions…"<p>

"Okay then, let's get to work." Starswirl said pulling out all the paper she had.

The group made the front of their panel in a few minutes, the tables and chairs went in a hoof shape and the umbrellas with the lamps, the 6 friends had neatly completed the task at hoof, and then came the challenge of dealing with all the ponies. Starswirl checked in with everypony.  
>"So what's our first order of business?"<p>

A mare with a cutie mark of a gramophone stepped forwards.  
>"That would be me dear ladies, I have here a request from the Equestria Communications Business in Trottingham to ask for a permit in the procuring a number of materials in the Fillydelphia corporate guild to begin development of a new device, however funding and production would also have to be permitted by the queen herself."<p>

"What is this new device?" Starswirl asked.

"It's called a radio telephone, the design was to send signals over vast distances to receiving stations to broadcast over a vast area, it was meant to allow ponies to communicate over the whole country without leaving their homes." She explained.

The 6 mares were surprised, that would be a very interesting device indeed. And without leaving their homes this would cut down so much time on communications for long distance, especially since they still communicated by dragon fire mail and letter, this would help a lot of ponies. The 6 talked amongst themselves.

"Can the new equestrian treasury and corporate guilds handle the expenditure?" Starswirl asked.

"I don't know who has a record on the treasury here?" Rainbow asked.

It was then a knight popped from nowhere and said.  
>"Here it is ma'am."<p>

The same knight then teleported and the 6 friends looked at each other.  
>"Okay, so the records indicate… and annual income of… whoa, that's a lot of bits, but on a sustained budget, this is going to cut a chunk out of the whole pie." Starswirl said as she looked at the records.<p>

"Hmm, maybe we should consider it for another time?" Rarity asked.

"I dunno it seems like this could have promise. I mean who's going to ask again in the next year?" AJ offered.

"Okay, then those in favour that we should grant this permit?" Starswirl asked.

4 hooves went up.  
>"Okay, it's unanimous, we'll grant permission." Starswirl said stamping the piece of paper.<p>

The process repeated itself for the next 3 hours, Spike woke up to help, to which he just went around and gave them all drinks to not nod off. Rainbow jumped off someplace else from time to time, and so did Pinkie, which left Starswirl and Applejack handling most of the paper work with Rarity.

The second group of ponies were nothing serious just mild requests for expanding farmland projects in South Equestria and a single question about the queen's new policy of mining in Maripony. Starswirl felt her rump go numb after the majority of the ponies left; she figured that this was going to be the last time she had to do something like this again. The final pony was a young looking yellow coat mare with a red polka bandana who seemed to be carting a small box of fruits.

"Excuse me, I requested an audience about a new business in Ponyville?" She said.

"Yes, are you Pearly Hart?" Starswirl asked.

"Yes that's me; I wanted to ask about beginning a new pear farm in Ponyville." She replied.

That was when AJ suddenly took this personally and interjected.  
>"I'm sorry, but I've gotta put my hoof down on this!"<p>

The 5 other friends stared at her sudden outburst, and then of course AJ felt a little silly for shouting, she replied.  
>"I had my family traditions here for generations, and I'll be bucked if somepony else suddenly decides to suddenly change that!"<p>

"AJ, don't you think you're taking this pride a little too high?" Starswirl asked.

"There ain't no shame in having pride Starswirl, and Sweet Apple Acres has enough competition at the annual Equestria Markets, there's enough pears to go around, don't need more." She replied.

The 5 friends suspected that there was more to this than met the eye. It wasn't until Pearly suddenly exclaimed. "OH, I know you; you're the runner up from Ponyville, my brother's farm in Hasting won last year at the markets."

That explained a lot.  
>"AJ?"<p>

The farm pony looked down at the table.  
>"Yeah, we lost that with me trying to get us to the top again, we've been losing for the last 4 years runnin, and I pushed myself hard to get to the near top last year…"<p>

"Well what's the problem about having a pear farm start in Ponyville?" Rarity asked.

"Cause the next generation of Apples are going to have ta put up with them." AJ pointed at Pearly.

The pear pony seemed slightly offended about the sudden hoof pointing.  
>"Well, I have every right to start my own farm!"<p>

Starswirl decided to intervene.  
>"Okay, so those in favour for a new Pear farm, stick your hooves up."<p>

3 hooves went up, 2 stayed neutral and 1 against.  
>"It's unanimous, permission is to be granted to Pearly Hart to begin plantation of a pear farm in Ponyville."<p>

Applejack felt angry, but she held her peace.  
>"And here I thought you were all my friends!"<p>

"AJ, we were doing that because of the fact that Pearly has a right to do as she wants, and I doubt that having one new business in Ponyville would impact on your farm by a major significance. Considering everything, a pear farm would seem nice to include for Ponyville." Starswirl defended.

The farm pony knew that Starswirl's argument had merit, but she still didn't like it.  
>"Fine, but I bet ya, your mother wouldn't have agreed!" AJ grumbled.<p>

Rarity asked.  
>"Oh dear, I hope it wasn't too harsh on AJ."<p>

"It's just one farm, what's the impact of one new farm going to do to all of Ponyville?" Starswirl asked.

"Aside from ruining AJs mood and probably making her annoyed?" Rainbow suggested.

"Don't worry; if I know Applejack, she won't be mad for long, it's just that her time in the annual markets hasn't gone well. She'll get over it once this year's harvest goes through." Pinkie said.

"Why?" Starswirl asked.

"Because, the next annual royal market is in about 9 weeks." Pinkie said absently cheerily.

The 4 friends stared at the mare as if she had a knife popping out of thin air.  
>"What?"<p>

The 4 friends felt a bit more than worried now, oh colt, this was going well. Starswirl's first order of business, wreck a friendship before it even begins. She was going to have to make it up with AJ later, when she had the time, right now it was about 4 in the afternoon and she wanted to send a message to Luna. She felt she had to vent her anger out some way.

Once the friends departed Starswirl was left with a bitter feeling about what her future looked like, she'd have to play it out carefully as she went on. For now she was just going to have to think about what to say. She felt a nudge on her side as someone tapped her.  
>"Um, excuse me?"<p>

Starswirl turned about to be greeted by Pearly.  
>"Yes?" She replied.<p>

"I'd like to thank you for allowing me to begin my family's business here; it's been such a long time since we had a chance to move our business from Hastings, thank you very much." She said.

"No need to thank me, I just ruined a perfectly good friendship along the way." Starswirl grumbled.

Pearly didn't seem to be put down by the depressed mare.  
>"Well, if you'd think about it, I think of you as a fair acquaintance, maybe one day we could be friends?"<p>

Starswirl looked at Pearly who had a slight blush.  
>"Well one day, right now I've got things to get done and my mum to contact." Starswirl said before leaving the pear farmer to her business.<p>

XXXXX

"So let me get this straight, you had an argument over a pear farm?" Spike recapped with a raised eyebrow.

"Yes and now AJ is miserable and I have no idea on what to do, she's putting pressure on herself to do better and she has stubborn pride in having her farm with no one else around, now when this came along by some magic of luck, it seems to have set her off. And I don't know what to do." Starswirl explained.

"Well that doesn't make it fair to ignore Pearly; she wants to come to Ponyville to start her farm." Spike gave his opinion.

"We told her that, but she just huffed off, she's really got her hoof on this one, and I don't know what we should do, the girls think to just let her simmer down for the moment." Starswirl said.

"Well then maybe you should, sure just let AJ take some time to think about it, hopefully she might reconsider her view on the whole pear thing." Spike offered.

"I hope your right Spike, and on that note, I need you to help me send a letter to queen Luna."

"You mean Nightmare has another name aside from Moon?" He jested.

"Just get me a piece of parchment…"

XXXXX

AJ got home and said absolutely nothing to Applebloom or Big Macintosh, the 2 seemed to easily tell that their sister wasn't in a good mood, AJ didn't know why her friends decided to suddenly chuck her a towel for the pear farmer, that pony had no place in apple country. But then again, stubborn pride tended to blind side the more honest part of her view so she would take a breather on the whole thing.

When AJ got to bed she felt annoyed about the feelings towards her friends, she drifted to sleep.

It was then someone came knocking on the door of the apple home. She stumbled out of bed, the time was about 12 at night, who the hay comes at 12 at night?  
>"Who is it?" AJ asked.<p>

"Umm, is this the home of Applejack?" A nervous voice asked.

"Yeah, now who is it?" AJ asked again.

"I'm Pearly from the meeting; I wanted to talk to talk to Applejack." Pearly replied.

When she opened the door AJ was greeted by a light, Pearly stood there with a smile on her face and said.  
>"Sorry to wake you, but I need to take your land and your trees to make way for my pear farm…"<p>

The whole world seemed to come crashing down on AJ as she felt all of Sweet Apple Acres vanish before her eyes, her home collapsed and the trees seemed to magically be replaced with pear trees, and then her front sign was replaced with a sign saying. "Welcome to Sweet Pear Mill"

AJ looked at the spot where Pearly was she smiled and laughed manically as the whole of the Apple family orchards vanished.

AJ woke up for real and screamed.  
>"PEARS!"<p>

XXXXX

Luna was busy responding to the letter sent by Starswirl, she agreed the work load was too much and she'd deal with it immediately and she had an answer for the problem.  
>"So who's going to deal with all these things?" Twilight pointed at the pile of orders and requests and assorted formal work.<p>

Luna would cut off most of the things and let Starswirl deal with the menial tasks, Luna had found a replacement. "You are."

"WHAT?" Twilight exclaimed.

The only things heard in the castle were a deafening shriek and a lot of cruel laughter.  
>"Oh it is good to be queen."<p>

XXXXX

(UPDATE)

Okay, I've been thinking, when life gives you a lot of writers block, you don't go thinking on a chair, you get the chair and smash life with it. And here's the idea of where I'm trying to take this new angle, sure the drama has sort of passed, but not the scale of the adventure, things I have planned to leave out for the audience to guess and that's going to be in later chapters.

This is more or less of a filler, and the things to come are going to be rather interesting, don't forget there's still all the background ponies we have yet to meet, and I have no idea on how to do Zecora, the English language is too broad for me to include every inch of detail so I'm trying to sort that out. The parts about the mane 6 are actually going to be the focus for about maybe 8 chapters a bit less I have Twilight coming back in chapter 6 or 7 depends though if I can clear the next few details away. And also the grand galloping gala needs to be addressed, but with Queen Luna, can we have a GGG?

Well I'm really thinking about where to take this idea, we have to meet Starswirl's grandparents and then there's Twilight who now has a copy of Celestia's personality with her own and we have the queen with her laziness to rule over the kingdom properly and doing it like a Boss.


	4. Chapter 3

CH3

XXXXX

The Passing

XXXXX

(Yeah I know, I made chapter 3, but I do realise that I have made mistakes and that chapter was made as a comedy, and I was testing my literacy skills to see how much I could do in 3 hours without stopping, it really wrecked my hands right now. I decided to redo the chapter, well re-edit it and give you guys the proper one. The story is about a drama of Starswirl trying to make friends and keep them while suffering the isolation caused by her sudden appearance and impressions left from being the daughter of Twilight and Nightmare, even though she isn't. Comedy was supposed to be rather light while keeping focus on the main characters, so yeah. Please keep this in mind. I'll be removing the other Chapter 3 in 1-2 days and leaving this one in its place, so any last minute thoughts about the idea of comedy I'll leave that to everyone.)

XXXXX

The morning glow of the moon illuminated the room; Starswirl felt the warmth of the twilight. It was warmth unusual; feeling the lunar glow replacing the warmth of the sun wasn't something that any pony would consider normal. However it was a better option than freezing to death from no sun at all. Starswirl pulled herself deeper into the sheets from the invading light, but sadly that light would not vanish, and going to be early in the afternoon had put her internal clock off.

Starswirl opened her eyes and sat upright, her eyes scanned the room searching for evidence if all was true, as if everything was just a dream. But gazing upon her room, she could tell nothing had changed, she was still blue, the night hadn't ended, the contract was still upon her, whether she wanted it to be part of it or not. She twisted around to see the small bundle of scales lying next to her. Spike lay in a warm heap next to her, his eyes shut and his tears dry.

He had recalled memories of good times until all was gone, and then he happily drifted to sleep next to her. She smiled at her former friend and gently kissed him on the forehead. Exiting the bed carefully, Starswirl made her way down to the main floor of the library and began to get ready for the long night. She had breakfast of some daisy waffles and some orange juice and then packed her saddles; she departed from the library about 7 from the time on the clock. She just hoped that it was the correct time, or it might have been an interesting walk from her library to the post office.

Starswirl headed for the door and hesitated, but the thoughts of not doing this would be worse if she didn't do as she needed to now. The door clicked open as she opened it, stepping outside she found no sign of any mobs, riots, hate signs, prosecution seemed to be absent upon her doorstep, but sadly she knew the truth of how ponies disliked the unfamiliar things in life. For now, she had been fortunate for being ignored, somewhat and for that she was thankful for the reprieve.

Heading off to through the moonlit streets she found herself in the midst of a proverbial ghost town, ponies had all locked or closed their doors in her presence, she walked down the street and she could hear many shutting their windows and doors. She passed shops which suddenly closed and locked their doors and restaurants and their patrons vanish in a blink. Starswirl made her way through town and she found that no pony wanted to be near her, she hoped that wouldn't be the same for her friends, they knew her story and closing the door to her would be the worst thing to do to her.

She made her way to Ponyville post office; it seemed to be the only place that seemed open in a sea of negligence and ignorance to her. She pushed through the front doors and into the story front, there she found a dozen ponies waiting in line. When she entered the room they paused what they were doing and stared at her, she didn't know what to say, she just strode forwards and into the line. But as she did, the line was abandoned and vacated for her. The eyes of each pony scrutinized and judged her, they did not all wish to see her at all.

She brushed off the feeling of judgement and decided to complete the task required, retrieving her workload of paper from Queen Luna. She tapped her hoof on the bell at the front of the counter and in moments a grey coat Pegasus appeared and asked. "Can I help you?"

"I came here to pick up a number of letters addressed for the queen; I'm her daughter, Starswirl." She replied.

The pony nodded and went to the back and came back swiftly, she smiled and said.  
>"Here you go." She gave the letters to Starswirl; she then perked her ears and asked.<br>"Are you new here?"

"Yes, I came only last night, why?" She asked.

"I could make these deliveries by the normal route, you can just add the address to the list on the wall over there and I'll be sure to send anything along the way." The Pegasus mare replied with a warm smile.

Starswirl smiled to the kindness shown to her by the only mare that seemed not to care about her being a pariah, she said. "Thank you." And then did as the mare offered, putting her name and address, she found that some ponies were willing to ignore the bigotry and accept her, she was happy for this slight change and she could tell, maybe it wasn't so bad.

Departing from the post office, Starswirl entered back into the empty streets, making her way to the market. She needed to go pick up a few things for the library, she doubted that having to eat hay and what little fresh fruits would be a good idea. Making her way through to the market, she found the situation to be nearly similar; only 3 stores were open, very few ponies seemed to be out in the night time.

She looked carefully for the only stall she needed to find, the orange coated farmer pony was happily minding her stall at the market. No one could ignore the sweet apples of Sweet Apple Acres. She trotted over and found AJ patiently waiting for any other customers; she noticed Starswirl and greeted her jovially.

"Well hey there Starswirl, how have ya been this night?" She asked warmly.

Starswirl replied to her honest friend.  
>"I've been well, couldn't really complain…' she knew this was going to be a stupid question '…where's everypony else?" She asked.<p>

Her friend looked around a bit annoyed.  
>"They're all at home, trying to ignore yah, I say it suits them, better them staying clear of you rather than having to put up with their hooey!" She shouted the last part enough to make a mare jump and knock over a pot somewhere.<p>

She focused upon her friend and asked.  
>"So what're you looking for Starswirl?"<p>

The unicorn made her purchase of apples and asked where to go looking for things for the library, AJ warned her though. "I don't think you should go near the 3 Petals Shop, Lily's there with the other mares and they don't take to strangers well. If you need general things, Handy Dandy has his shop down the block; you might need to shout to him, he's deaf in the left ear since an accident with mining about a few years back."

The unicorn thanked her friend and departed the market, she made her way through the streets again and found herself alone once more, but she didn't feel as alone as she did since this early night, there were ponies who didn't care who she was, she was just another pony in their eyes. And for that she was thankful for, Starswirl was accepted for being who she was, just another pony. She continued on through the streets until she felt something bump against her leg.

She looked down to see a red and blue ball. A young filly shouted out.  
>"Excuse me could you pass our ball back?"<p>

Starswirl gazed upon 3 fillies not far away, an orange and purple maned Pegasus, one yellow coated filly with a red mane and a white unicorn filly who had asked.  
>"Sure." Starswirl replied telekinetically lifting the ball and tossing it back.<p>

The three little fillies cheered happily for their returned ball, but one noticed Starswirl's cutie mark and asked. "Wow, you have such a cool cutie mark!" The orange Pegasus filly said looking at the cosmic swirl Starswirl possessed upon her coat. The fillies crowded over to her cutie mark and admired it, the pastel coloured unicorn asked. "How did you get such a beautiful cutie mark?"

Starswirl thought about trying to avoid the question, but she decided to reply.  
>"I got my cutie mark when I was born, my mother's both love astronomy, and one of my mums is the queen now, she loves the night time. My other mum liked astronomy and she named me as Starswirl, the queen liked the name as well and agreed to name me. I like astronomy as well, and I love the skies of the night. I guess it just came to me naturally."<p>

"You mean you didn't need to search at all?" The three fillies exclaimed.

There was a slight awkward pause and then she replied.  
>"Yes…"<p>

"Wow, you're so lucky, we have to wait to get our cutie marks. Stag it all…" The orange Pegasus huffed.

"Hey don't start with language Scootaloo; we don't need to get into trouble." The pastel unicorn complained.

Starswirl figured the three little fillies were friends, she asked.  
>"Umm, who are you three?"<p>

"Oh, we didn't tell you our names?" The yellow earth pony perplexed.

The orange Pegasus introduced them.  
>"I'm Scootaloo, this is Applebloom, that's Sweeti Belle, and we're part of the Cutie Mark Crusaders."<p>

The three smiled at her with an innocence to hide their more active intentions in Ponyville. Starswirl asked.  
>"Cutie Mark Crusaders?"<p>

"Yeah, we're a club to go searching for our cutie marks together!" Scootaloo said as she showed Starswirl her bare flank.

"We go crusading together until we all get our cutie marks. At least that's supposed to be how we want to find them." Applebloom added.

Starswirl smiled at the little fillies, they were really the best of friends, and she could tell they'd have a wonderful time enjoying each other's company wherever they went. She said.  
>"Well it was good meeting you three, I do hope you find your special talent, I need to get going now."<p>

"Bye!" All three said as she left.

The blue unicorn made her way through the streets until she reached the block where AJ had indicated, it was a rather normal looking business, it just had a sign posted above, 'Handy Dandy General', it was a dull looking store, but then again, when was a general store ever supposed to be fancy looking? Starswirl entered the store and the motion of the door was signalled by a bell chime.

A grey coat earth pony greeted her.  
>"Hello welcome to Handy Dandy, what can I help you with?"<p>

Starswirl replied.  
>"Oh, I'm just looking for some new pencils and ink, and also I need to look for a geometry set and compass."<p>

The colt looked over his counter and pointed a hoof down the second last isle.  
>"The geometry and basic stationary should be just down there, you can't miss it."<p>

Starswirl thanked the helpful pony, she found it strange that he didn't take to her presence as a curse, or the fact that he didn't seem to honestly care. While everywhere else ponies avoided her like the plague. She didn't feel disheartened, ponies would always consider her much like this, because they don't know her and of course that ponies who happen to be the daughter of the very ruler of the kingdom tended to be someone you should try not to aggravate.

Starswirl entered the isle and suddenly noticed that 3 other ponies that looked over from their shopping suddenly picked up whatever they were after and vacated with their trailing whispers behind them. Starswirl felt that this was going to be a reoccurring event for the next few months, maybe even years, she didn't know, how long would it take for ponies to get used to the sight of a stranger who happens to be different?

She found what she was looking for and departed from the isle and arrived at the counter, she placed the purchase on the counter and the pony at the counter asked.  
>"Hmm, having some trouble in town lately?"<p>

She paused, and then she replied.  
>"Yeah…"<p>

The counter pony chuckled.  
>"The same thing happened to me, for different reasons of course, being an adventurer, I once took journey's into Everfree Forest, ponies called me mad, and then I laughed at them, I wanted to be adventurous and it didn't stop me. I went around doing what I did best, being handy, and then one day I took an arrow to the knee and that kind of ended it."<p>

She stared at Handy who was smiling.  
>"It happened and then I was left here in Ponyville, it took a long time for ponies to think of me no more than as if I was one of their own, don't worry, you've got longer than I did."<p>

Handy put in the price and then said.  
>"That's 15 bits."<p>

She gave him the bits and she departed the store still in surprise, she'd never take a simple shop owner as an adventurer, but that arrow must have hurt. She left the store with a feeling of pride for knowing such a pony, he did something until it ended and he was happy to live in this seclusion until he was just part of the community. It would take time for Starswirl, but she had friends, and that was enough.

She trotted back to the library, but on the way she decided to think about her look, what made her so obvious was that everyone saw her, maybe something to cover her, it would be a certainly better if she had something to make her feel as if she wasn't as stared at by every pony. Along the way she saw the sight of the highly decorated Carousel Boutique off in the distance. She decided to make a change.

She changed directions, she would be looking for help from her friends, and Rarity was one of them, she might be able to help with Starswirl's slight insecurity if she asked. Upon arriving at the boutique she entered and was greeted by the fashion pony.  
>"Welcome to- oh, Starswirl, I didn't know you were coming." Rarity said slightly surprised.<p>

Starswirl could see that there were 3 other patrons inside the shop/house of Rarity, they stared at her with their scrutinizing eyes and they didn't break unless she looked back. Rarity laughed nervously and put Starswirl off into a changing room.  
>"I'm sorry about that, but your presence tends to cause ponies to leave." Rarity said as she looked around.<p>

"Oh, I hadn't noticed, look Rarity I wanted to ask you if you could make something for me." Starswirl began.

"Oh of course sweetie, what would you need to be made?" She asked.

"I need you to make me a cloak, and if possible barding, I wanted to dress I something I would feel comfortable in walking around at least to make the feeling of everypony's eyes a little less depressing." She replied duly.

"Okay, barding, that wouldn't seem so hard, however leather and plastic hasn't been very popular in, wait what am I talking about, its eternal night… its fine, I'll get an order down in the week, as for the cloak, I believe that I have some fabric ready. If you could wait a bit, I'll see what I can do." Rarity offered.

"Okay. I'll wait." Starswirl replied.

Rarity rushed to deal with her customers until they all had departed from the shop, they'd probably spread the news of Starswirl's appearance, Carousel Boutique would take a minor setback, but it was doubtful that the other ponies would abandon coming to see Rarity, she had the only very good tailoring shop in Ponyville.

Rarity attended to the needs of Starswirl, she brought out her pin cushion and measuring tape as she began drawing up the sizes needed for Starswirl's cloak and dress. After a half an hour, Rarity completed the task at hoof; the cloak was a perfect fit for Starswirl. It had a dark navy colour with velvet, the satin surface contrasted with the inside being an opaque grey, there was just a black string for the neck and that was pretty much it, a very basic and yet beautiful cloak.

Rarity suggested.  
>"Are you sure you'd rather keep it like that? I mean, navy is a last season sort of thing, however I cannot deny that the cloak looks lovely."<p>

"Thanks Rarity, but I think it's perfect the way it is. Besides walking out in Ponyville wearing something that will stand out isn't what I'd prefer. But I might take you up on that offer later." Starswirl replied.

The two friends said their parting goodbyes and Starswirl headed on back to the library. Along the way she passed through the dark streets of Ponyville now hidden behind a veil, she wouldn't be as inconspicuous so it was fine for her and ponies wouldn't be able to really see her in the poor lighting. She was just about at the library when she passed Sugarcube Corner.

As she passed by the shop front a sudden blur ran straight into her. Now the chances that something pink and fluffy moving at such speeds hitting you was a 1-1000 chance, amazingly it was that 1, Starswirl felt the whole world revolve as she was flung over onto her side. Her cloak flew off and into the air listlessly and came back down.

The cloak landed on Pinkie's face and then she jolted upright unable to see.  
>"HELP, I'VE GONE BLIND!" She shouted and jumped.<p>

Starswirl recovered to see her energetic friend run about, she quickly focused on Pinkie with her magic and lifted the pink mare off the ground so she didn't need to chase after her. Pinkie then exclaimed in surprise.  
>"Hey, now I'm flying…!" She said sticking her hooves out in a comical fashion.<p>

"Pinkie could you hold still I need to get my cloak." Starswirl said levitating the navy attire off of her friend.

"Awwww…" Pinkie moaned.

"I'll let Rarity make you one if I see her again." Starswirl said dropping the mare on the ground.

Pinkie looked over to Starswirl as she put her cloak back on her.  
>"Hey Starswirl, you look like a superhero with that on!" Pinkie stated.<p>

"I'm not playing super hero Pinkie, I need the cloak for myself. Besides I have my own reasons for having the cloak, if you want one just ask Rarity, I'm sure she can make you one as well." Starswirl suggested.

Pinkie gasped. "Hey, that's not a bad idea, we could be cloak friends, you know like a club, or maybe we could be part of a crime fighting team, or even a…" Pinkie trailed off as she headed back inside the shop thinking of her own thoughts.

Starswirl was glad that went better, she headed on and into the library welcoming the familiar smell of her home. She closed the door and prayed that would be enough attention and sneaking for one day, and side long stares.

XXXXX

Back at the fortress of Queen Luna the ebony alicorn mare sat upon her throne. She had been dealing with the constant requests for audience by many nobles and petty subjects; it had been a very tiring day. While she thought about the coming days and years of her reign she noticed that someone was different.

Twilight, the copy Twilight was stranger than usual, rather than her random functions in studying magic and practical theory of magic and doing whatever its predecessor had done, the copy seemed to be behaving differently. The mare now acted rather smartly, rather than popping up randomly, she now seemed to be organised, moving purposely.

Luna assumed it was just the level of her golem shaping finally paying off, it took years but she made some of the best golem warriors in 1000 on the moon, and even when she was a younger filly, she had a knack for identifying products of golems. Her newest variation being the flesh and blood class had worked wonders, but it seemed that the golem was no longer intent on staying near her, but instead learning.

This would usually have seemed rather odd, but as the clone had now been active longer than a few hours it would make sense that it's probably sorted itself out. But something felt eerie about how it acted; it wasn't like looking at Twilight's memories, the pony was going out of its way to learn various forms of magic and alchemy, it even produced an arcane field of transmutation down in the private labs.

Something was telling Luna that her golem was no longer hers, but the golem didn't seem intent on leaving the fortress just yet. It was spending its time wisely making sure it learnt things correctly and thoroughly like its predecessor, and it was learning things fast. The magic present in the golem shouldn't have been capable of keeping up to the sheer demands though. Luna felt that the coming weeks would be a surely greater challenge.

XXXXX

Meanwhile

Down in the library of the massive fortress a singular lavender shape worked tirelessly for hours with the alchemistical studies, Twilight worked on her plans for the future, the queen would not see her coming. Her plans lay in what must be done now, once she had accomplished all she needed to do, she would carry out her plans for Starswirl. Celestia had been kind enough to give her directions as to what needed to be done.

She loved Celestia, like a mother above all, her memories as Twilight Sparkle were hers now and the one who had fallen from grace would never return, and she promised herself that. She was Twilight Evenfall the chosen of the new order and she would bring back the sun, one day. For now Twilight focused at the task at hoof, to make two ends meet.

All in this world will change as time does and Twilight was determined to make it so, Starswirl would just be her daughter a mare who had found herself lost in the world outside. Twilight however knew that Luna probably suspected her plans and motives at this point in time; she wasn't going to hide anything to do with her plans now, but the deeper it goes the harder it was for Luna to see.

XXXXX

Starswirl's return to the library was welcoming, being able to not worry about her appearance to everypony else she could take off the light cloak and be able to warm up to the magical lighting. Spike was awake and up and about, he was just reading through some small books on cooking and good eating, he was probably hungry considering that it was passed lunch when she got back home.

But first she headed upstairs and began working on the workload she had received. To her surprise it wasn't as difficult as she imagined, just a few pieces of paper on something's locally and a note about the upcoming harvest market celebrations being held in Cantervale. She had maps and packages of local plans for expansion which she prepared for, and a few legislations on new policies being implemented by Queen Luna. Starswirl worked through the workload in a few minutes, and then she put the letters to the side for Spike to send off to Luna.

However amongst the whole load of work, she found the one thing that made her pause in her hooves. A blue and cyan letter with her mother's cutie mark upon it, she knew that this was from her parents. It read: From Star Sparkle and Midnight Sparkle

"Dear Granddaughter, Starswirl Sparkle, we do hope that you have been feeling well. Ever since the announcement of your, mothers unfortunate fate at the hooves of Nightmare Moon we assumed the worst. It is good to think that you, as our new granddaughter may hold the future as the family continues, and it is wonderful for us to hear that you were born even as painfully it must have been growing up in such short time.

Our daughter, your mother must have been caring as to letting you remain free from the control of the new queen, and we are grateful that our daughter did not give up without letting you to leave and be with us. We would like to visit you ourselves sometime in early spring, once the passage of this season and next is complete. We will be hopefully seeing you as a proper mare, we hope you reply.

Your grandmother Star Sparkle"

Starswirl dropped the letter then and there, she honestly couldn't believe that this was really happening, her parents- no 'her' grandparents were visiting her in early spring? She processed all that had been written and just stood there astounded, memories of seeing her parents so proud when she joined into Celestia's School for Gifted Unicorns. It was like ripping a hole in her heart and then filling it with stuffing only to rip it again, this was a bad dream that she did want to wake up from.

Starswirl stood where she was, contemplating the news until it sank in. Then Spike entered the room with the smell of dinner trailing behind him, he was talking as he entered.  
>"Hey Starswirl, I was…" he noticed the mare was standing still and she had a letter at her hooves. He read the letter briefly and was then stunned as much as his sister was.<br>"Whoa. Your pare- I mean your grandparents are visiting in spring?"

Spike seemed to get zero reactions out of the petrified pony until he tapped her.  
>"Starswirl are you okay?" He asked.<p>

The mare turned to look at him and reply.  
>"Spike, send these letters to Queen Luna, and please get a quill and parchment, I need you to write something for me."<p>

XXXXX

Okay so chapter 3 is now properly launched and it is looking okay, I need to tell you guys that this is the way the story is supposed to go, a lot of drama, mild to light humour, but it's mostly bittersweet and focused upon Starswirl and her interactions with the citizens of Ponyville and also Luna, we will have varying chapters once the main line is completed for Starswirl's introduction into Ponyville, so just wait and see.

And you should probably know, I will be adding in Pearly, she's supposed to be part of the coming events, and you will see the Lunar Knights, they're also supposed to be in this. And okay I think you guys should know that I might decide to remove that dud chapter I had left behind a while back.

Any ideas or suggestions please leave them in the review section.


	5. Chapter 4

CH4

XXXXX

What one does, and what one can do

XXXXX

AN: Hasbro can have them, I only write about them

(This is going to be expanding upon a few elements of the story, such as comedy and DAWWWW, I needed that. The CMC will be playing a more prominent role in the next chapter, or so I hope if not they'll make their appearance soon enough. For now we have Fluttershy with Rainbow Dash left to go. And who the hell can do Zecora? I don't know a thing about Zecora's speech, rhymes really annoy me.)

XXXXX

A reprieve and an enervation…

XXXXX

The week passed rather quickly for Starswirl who had remained as secluded in the library with Spike, the library had a few visitors, all of whom had been the mail mare Ditzy Doo. Starswirl appreciated the company of the grey coat blonde mane Pegasus; she said a few things before departing. But she was at least a welcome sight for Starswirl.

It was now a week since she had received the letter from her grandparents, they had been receptive about what they wanted to do when they met. The organising for the visit had already been completed and Starswirl had done everything in advance, she wanted to make the best impression on her grandparents, even if she knew the truth and they didn't.

Starswirl worked tirelessly to plan out her meeting that she fell tired from the process of going through everything constantly, Spike began to worry and asked her if she wanted to go outside for a bit of air. She was hesitant in doing so and needed encouragement from her assistant to leave the library, it was a bit of a struggle, but Spike managed it.

Starswirl now draped in her cloak walked through the streets and to Carousel Boutique, she needed to get her barding from her fashionable friend. Starswirl trotted through the streets, the night seemed livelier than what it had been about a week before, and ponies were now strolling around more often, they couldn't remain locked in their homes with enchanted lamps and pray for the sun to comeback.

Ponies were playing in the night time usually for a short time before heading back in, the night air was constant, but at times it seemed to warm up as well, it was bearable for everypony. Starswirl travelled unnoticed by the residents of Ponyville; making her way through the busier streets she reached the shop in a few minutes.

Upon entering she was greeted by the smell of fresh tea and the sound of chatter. Rarity was having tea with a yellow coat pink maned Pegasus, Fluttershy enjoyed her tea with Rarity. The two mares noticed the bell chime and looked over to Starswirl who had entered, when Starswirl removed her cloak, Fluttershy jumped away and hid behind the chair she had been occupying moments before. Rarity looked at her shy friend and sighed; she walked over to Starswirl and greeted her.  
>"You made it just on the spot Starswirl; I have the barding you needed. It's by its mannequin down over at the back." She pointed a hoof at rear of the store.<p>

Starswirl made her way to the rear as Rarity went off to go get some measuring tape and pins, she'd adjust the barding accordingly should Starswirl saw any need to adjust it, Fluttershy, who was being shy followed quietly behind Starswirl. The yellow Pegasus hadn't spoken since the announcement of Starswirl and it had been a very quiet period of time since then, Fluttershy admitted in her heart that she had no idea what to say to the daughter of a friend no more.

Starswirl noticed the uncertainty of her yellow Pegasus friend, she was troubled and in deep thought, she guessed that Twilight's passing into servitude would have been different rather than this peculiar situation, she didn't like it. Starswirl arrived at her barding; it was a 3 piece suit. It had the main section which would cover her body; the other 2 would overlap the main body suit and cover her hooves as well as her legs and around her neck.

Once she was fully dressed she stood in front of one of the dressing mirrors and looked at herself, she found that the barding looked rather nice the black leather seemed to suit the dark outside even though it stood obviously against her coat. She didn't really care about her neck upwards, she could deal with that with her cloak, the hood would hide her face and no pony would be rude enough to look underneath.

Starswirl waited as Rarity went to go get some fabrics she suggested for the legs of the barding and left Starswirl with Fluttershy, the yellow butterscotch Pegasus threw glances at the unicorn at times and finally Starswirl asked.  
>"Fluttershy, I know that you're trying to ask me something, but you won't ask, so I will. Why are you looking at me like that?" She inquired.<p>

The Pegasus tried to leave the room but Starswirl closed the door before she ever made it put and faced her former friend, the Pegasus crawled up into a ball and Starswirl asked again.  
>"Why can't you ask me what's the matter?"<p>

She mumbled and Star asked again.  
>"Why can't you face me?" She asked with annoyance.<p>

The Pegasus snapped back finally with vigour, she was crying.  
>"BECAUSE YOU LOOK LIKE HER!" Fluttershy shouted with a furious look.<p>

The mare broke down and sobbed.  
>"…You look like her, and I think back that when she was here, and I never got to properly get to know her and she was nice, and I was kind, she was my friend, and then I see her and I think I failed!" She cried in streams.<p>

The room was deathly quiet with only the sounds of the two mares breathing and Fluttershy's crying, Rarity only then returned to the room and found herself with her two friends in such a state, she stood there in shock; she had heard the shouting and decided to see what might have happened. Rarity was mutely shocked by the sight of them, the unicorn mare didn't dare to ask what might have happened, she could already guess about what it might have been.

Starswirl looked at her former friend, with guilt and sorrow, she missed Twilight and with Starswirl it was conflicting because she was reminded by Starswirl that she had lost her friend and that was tearing her inside. Starswirl felt horrible about the whole thing. She said to Fluttershy, and in the most sombre tone.  
>"Mother, misses you more than you know, and she'd never leave you like this, I'm sorry Fluttershy."<p>

Starswirl left the boutique with Rarity attending the upset Pegasus, she knew that this was a breaking point of their emotions, and it was obvious that all Starswirl did was make her feel the guilt. Fluttershy would get over it one day, but not today. Starswirl headed home, she felt as though she didn't belong with them, her friends, what right did she have to take the place of Twilight Sparkle her dead life?

When she returned home she found herself tired from the confrontation with Fluttershy, she headed up to her bed with Spike asking.  
>"What's up Star?"<p>

"Nothing Spike, just leave me alone for now." She replied and headed to bed.

Spike knew when he shouldn't pry into the personal affairs of Starswirl, and today was blatantly obvious that his sister wasn't feeling as good with herself; he decided to leave it for another day and hope that the mare got through it with his help, maybe tomorrow. Starswirl crawled into bed and lay there, taking off her barding and her cape in a neat bundle; she jumped into bed and began to slowly sob to herself. Why did everything have to be so difficult?

The sobbing mare drifted to sleep, her dreams slowly pouring into the night time, they were about her life and her love for all those she had left, and from her mind they drifted to the mind of only one who could perceive them.

XXXXX

Queen Luna slept on her bed, she had Twilight next to her, her mind felt the flow of every sentient being dreams go through her own, she could feel them in many bands, they came either slowly and ever gracefully or through rough flashes, but amongst the sea of thoughts, she found one of all of the dreams, the one she was looking for.

Like oil against the water she felt it's sorrow and pain, it was Starswirl's, her memories faded in and out, but it encompassed her day's event, she could see what was wrong, her former existence had countered against her new life, she was drawn out between her friend's happiness with Twilight and it was tearing her apart.

Luna felt a little bit of guilt about the situation she had caused, but that was a part of growing up wasn't it? Being able to feel the pain of life changing around you, even if you didn't want it to, but that was all part of being able to live your life, Starswirl would either have to find some way on her own to accomplish this or she'd have to accept the fact that her former friend wouldn't want to be with her for a while.

It all depended on how she approached this, she either left it alone or she tried to bridge them together again. Luna while unsuspectingly did not noticed that someone else was looking into the dreams of their daughter, Twilight Evenfall felt her mind just gently nudging itself in the blind spot where Luna wouldn't noticed, she latched herself and saw the same things.

Regret flowed through the recesses of Twilight's mind, but she pushed it away, she knew that one day she'd return and have to face the same problems; her daughter was handling herself well enough. She just hoped that she wouldn't be too late with her plans, Celestia revealed the key to her and she needed to make it fit, and then all would be ended.

The dreams passed on and the two slept through the night, troubled slightly by the dreams of their loved one. It would be another day and Starswirl would be alright, she still had her friends to rely on, and they knew that there would always be other to help her on the way.

XXXXX

Next morning was punctuated by the sounds of knocking instead of the usual ring of the alarm or the calls of ponies outside, the dim lighting wasn't helping the unicorn as she stumbled from bed to the level below, she hurried to the door and replied annoyed with the knocking.  
>"I'm coming; I'm coming, hold your horses."<p>

Starswirl opened the door expecting probably Ditzy with some mail. Her mane was still ruffled and messy from her slightly troubled dreams, she was knocked head over hooves as a blue blur suddenly pushed on her, and she lay on her back as the eyes of a certain rainbow maned Pegasus looked into hers with fury.  
>"Okay you, I couldn't believe it when I heard about yesterday!"<p>

"What?" Starswirl said in confusion.

"You upset Fluttershy, I heard about it from Rarity and Applejack this morning; they were passing by and talking about how you were to Fluttershy!" She shouted angrily.

Starswirl's heart froze, Rainbow was had heard that from Rarity and Applejack? This was the last thing that she wanted to happen. She tried to respond, but her brain was still a bit shocked. Rainbow was lifted from Starswirl suddenly. Applejack stood behind her pulling her tail all the way out of the door she grunted and then let go.

"Darn it girl cool yer head!" She shouted.

"Why should I, she upset Fluttershy!" She shouted back.

Rarity interjected. "Dear, listen to reason; what happened yesterday was because of a misunderstanding, Fluttershy hasn't spoken to Starswirl for very personal reasons that she never voiced to Starswirl until just yesterday. She's been upset for the whole ordeal since we returned from confronting Nightmare. It's understandable that she's upset." Rarity defended.

"Well that doesn't make it any better, who's she to go sizing up to Fluttershy like that?" Rainbow asked angrily.

"Because she's Twilight's Lil one. Why doesn't she have that right?" AJ answered.

It was then that the group was interrupted by Starswirl.  
>"Rainbow, that's enough, they're trying to tell you that it wasn't Fluttershy's fault, but mine, I let myself get too curious, and Fluttershy wouldn't answer me. So I got over expressive and then she got upset… and that I'm sorry she's upset."<p>

Another voice interrupted.  
>"But now I want to apologise…"<p>

They turned their attention to the sound of the voice. The yellow Pegasus mare stood there with a sorrowful expression, she was however contempt that she needed to correct this.  
>"Rainbow please don't go off like that, I came to explain myself about yesterday." She said slightly sorrowfully.<p>

"But, she…" Rainbow was suddenly pulled down by a pink blur.

Pinkie Pie was holding her down by her tail, her hair was completely limp, and she had a grave expression and said.  
>"NOT ANOTHER WORD." Pinkie gritted through her teeth.<p>

Rainbow shut up immediately and allowed for Fluttershy to begin. Her expression was thankful for the reprieve from the shouting; she faced Starswirl and then said.  
>"I'm sorry Starswirl."<p>

"For what? I attacked you with that question back at Rarity's boutique. And I was over expressive…" She began.

"But it was for the right reasons, I should have told you, but it was afraid, I was afraid that you'd hate me, and now that I think about it. It wasn't right, you were trying to be my friend, you were trying to understand, but I never let you have that chance. I'm sorry Starswirl, you didn't deserve that." Fluttershy explained.

"Then are we able to be friends?" Starswirl asked.

Fluttershy smiled a bit and then replied.  
>"Yes, we can be friends, but I think I would like to take my time. That's if you don't mind of course…" She said shyly poking at the ground.<p>

Starswirl felt relief flow through her.  
>"Yes, take your time Fluttershy; I think we can all wait." Starswirl replied.<p>

The Pegasus nodded and then headed off, trotting off towards her home. She was going to take her time to get back to Starswirl. The others watched her with then let go of a breath that they hadn't realised that they had been holding in. Pinkie let Rainbow go and let her hair puff back up, she was relieved, not as entirely happy, but relieved nonetheless.

Rainbow was about to leave, but she hovered, she was feeling guilty about what she had said.  
>"I guess I owe you an apology Starswirl."<p>

"No that's not necessary Rainbow; it's understandable that you want to be a friend who looks out for her, but you might just want to confer with everyone else before jumping into anything." Starswirl advised.

The rainbow mane Pegasus nodded and then headed off to the clouds, she'd probably have to think about her overreaction with Starswirl. Applejack and Rarity went over to Starswirl.  
>"Thank goodness that was resolved as it was without any more shouting." Rarity commented.<p>

"You and Fluttershy are going to need to work on your friendship, but at least you two are better off now… how do ya feel?" Applejack asked.

"Fine, a little worried there, but I think Fluttershy and I can understand each other better, I think I'll just give her the space she needs to think about it though. I really didn't want a confrontation like that to happen again." Starswirl replied.

"That's understandable dear, Rainbow is too much of a hot head, she's not as perceptive, but her heart is in the right place. But sometimes that temper of hers gets in the way of her thinking; she's prone to these sorts of things, if it concerns Fluttershy." Rarity explained.

"At least it didn't get any worse." Starswirl commented.

It was then that Spike appeared at the door rubbing his eyes.  
>"Hey what's going on, did I miss something?"<p>

XXXXX

Twilight flicked through the archives looking for something, the last records of someone she had heard about from the recollections of Luna and Celestia, the prime component in all of this. The one being who could challenge Luna and possibly bring Equestria back to stability, or cause its destruction. She flicked through all the ancient copies of the old archives, at least the ones which had been copied by the Lunar Knights from ancient times.

She went further back from the pre-classical era, the end of the old Equestrian and then to the dawn of the New Millennia, it was here that she found the records of the lost one, the knights of the Arcadian Empire who served the sisters of Equestria, the mentors of the sisters, their brothers. She followed through the books, but when she found the section, the book wasn't there.

She paused and stared into the gaping space, this should be it, the correct number the right section, everything, this was the last known records of the celestial brothers. Where had it gone? It was then that a dangerously calm voice asked.  
>"Looking for this?"<p>

Twilight turned about and was faced by Luna herself. She held the book in her magical grasp and looked back at Twilight with some interest. The book encased with the royal Arcadian seal, black as obsidian and protected by the many magical spells to keep it from damage, it was the last record of the old Arcadian brothers and the records detailing the events that followed Arcadia's fall.

Twilight replied.  
>"That is what I seek."<p>

"Well now, getting bold are we? The old records of my brothers, and their fateful demise…" Luna grimaced at the statement.

"You know, I need that now." Twilight said carefully eyeing the book.

"And you know what I want to know, why?" Luna asked.

"That's not for you to know Luna, Celestia had been very cautious about the details of what I had to do." Twilight replied.

"So this is sister's plan, activate your emotions, and turn you into a living being to do her dirty work? And then what? She'll betray you like she did me, and then she'll have you killed or banished, then what? Live as a forsaken stone entity living a false existence in pitiful hopes to return to her supposed daughter, or is there more to this?" Luna asked.

The words hit harder than Luna could see on the outside, Twilight knew that her existence had been falsified by Luna; she knew she couldn't be the pony that the true Twilight was. But that was beauty of it, she wasn't Twilight, she was someone else, and she wanted her freedom, but she had a promise to keep, one that she wouldn't ever break.

"There's more than you know Luna, I intend to be what I want, and you can try to stop me." She challenged.

Twilight's horn glowed dangerously bright; Luna remained staring into those defiant eyes. One person one said that the eyes were the doors to the soul, and Luna could see the fire that burned within her eyes, those eyes which differed from the sacrifice of Twilight. True defiance, in the best interests, she found that so ironic.

Luna looked down and back up and sighed. She then used her magic and tossed the book of old Arcadia to Twilight. Twilight was surprised and didn't understand, wasn't Luna here to challenge her? To confront her about what she planned? The Luna princess then answered the questions swirling in her mind.  
>"You defy me, and I won't stop you from what you plan. But remember this Twilight; the road to hell is paved with good intentions. Don't make my mistake. Or you'll forever regret it."<p>

Luna walked off from the confused Twilight; she had the book, but that statement, why did she warn her? This didn't make sense, what was it that Luna saw in her eyes? Twilight stared absently in thought and then looked to the book, 'Arcadia: Fall of the Brothers'. She opened up the volume and began to flick through.

What Twilight found in the book was shocking; it seemed that someone had magically erased the contents of the book that she needed to look for. She used her magic but nothing came of it, the book remained blank. This wasn't the work of Luna, obviously because Luna had given her the book in the first place, this was the work of ancient magic, probably done by a high or arch-mage of Arcadia. They always had advanced magic, not to mention they possessed enchantments and runes needed to access certain books, this was probably no exception.

She sighed, all that work for nothing, but it wasn't entirely nothing, she had found the book, she just needed a key to read the contents. That wasn't going to be easy, few ponies ever read about the ancient Arcadians, not to mention that their empire vanished 1500 years ago. The many Arcadian cities and ruins would have long vanished, mostly in part of Equestrians building over their remains and other countries taking control of other remaining remanets. She'd never find anything of use, unless she went right to the source. But looking for ancient civilisations wasn't in Twilight's forte.

She put the book down on a stand and thought about what to do, she had to find a solution to dealing with Luna, but that was accessing the records of the brothers, and they were dead, but their knowledge wasn't, she needed somepony who still had something that could access tomes of Arcadia. But who would be in possession of something that old?

Twilight pondered about what to do. She'd have to give up the chase for the ancients for now, she had time, and Luna wasn't going to stop her. But she was more worried about Starswirl, she was busy, and that was for sure. When she heard about her parents going off to visit her daughter it really made her nervous. About a month to go and then she'd be meeting them in person. She really was anxious about having to face her parents, they were oblivious to the truth, and she hated deceiving them.

There was so much to do and so little time, Twilight was going to have to pay Ponyville a visit soon enough. She just hoped that Starswirl was ready for the meeting.

XXXXX

Spike brought out a dozen pancakes and a few cups of apple juice; he had gone and made breakfast after Rarity suggested they eat something, it was just early enough in the morning that the moon glowed bright enough for everyone to be waking from their beds. The three friends sat at the table of the library enjoying their breakfast. The freshly cooked pancakes smelled wonderful to the friends.

Spike had also put some rather interesting decorations on Rarity's pancakes, a love heart which was entirely constructed from rose petals. Rarity admired the decorations and ate away at the pancakes it her usual courteous manner, she hadn't noticed that Applejack and Starswirl were stifling laughs; their dear Spike put so much effort into getting Rarity's attention.

Half way through their meal Starswirl asked Applejack.  
>"So AJ, I was thinking, you wouldn't mind if I came along to help you today do you?"<p>

"Not at all Starswirl, besides, I think ya need to get out of the library for a bit. It's been about a week, and I'd hate to leave ya without anything to do." She replied.

"Thanks, hey, I was just curious, but do you know about your sister, Applebloom was it?" She recalled from memory about the red maned filly.

"Yeah, what about her?" AJ asked.

"Well she and her friends formed a club called the Cutie Mark Crusaders; you think we should try to help them out some time?" She suggested.

"Well that depends, if I don't have any delivers to make and it isn't busy at the market, then I'm game to help." AJ replied.

It was then that there was a knock at the front door of the library; Spike went off to answer the door.  
>"I'll get it." He said before the others could offer.<p>

The trio remained eating breakfast, up until there was a bit of talking and then closing of the door, Spike returned to the kitchen with 3 letters and a parcel. Starswirl asked.  
>"What are those?"<p>

Spike dumped the contents onto the table and then picked the first one out.  
>"Here's a passport for you Starswirl, it's all your details, for the yearly census."<p>

Starswirl levitated the papers to her so she could examine them, Spike pulled out the second letter and then announced.  
>"This is from Twilight?"<p>

The three mares responded by exclaiming.  
>"WHAT?"<p>

Spike opened the letter and addressed it to Starswirl.  
>"My dear daughter, Starswirl, I do hope that you are feeling well, I'm sorry that I cannot attend the meeting with your grandparent's but please tell them I miss them truly, and tell my mother that I wished I could have been there. However certain circumstances at the imperial fortress have me busy for the next couple of months. I will be unable to attend, but I would like to tell you that I shall be making a visit in person during the next Summer Sun Celebration, even though it will be more the Lunar Crest Celebration after the official name change. I do hope to see you soon, and I miss you my daughter, so very much. From Twilight Evenfall.<br>P.S. Do not give Spike any presents aside from books…"

"HEY!" Spike whined.

Starswirl levitated the letter to her face and read through again, she couldn't believe this, was it really the clone that wrote this? But the clone hadn't said a thing, why is it acting like her mother now, why is it acting like her? This made no sense… Had Luna done it? Had Luna finally found the means to replace Twilight? Did this mean she'd have to remain as Starswirl forever? So many questions, but she dared not show the true face of her existence.

Spike pulled out the package and opened it up.  
>"There's a package filled with muffins?"<p>

"Oh that's probably Ditzy sending in a gift for me." Starswirl stated.

"Okay then, what's this now?" Spike opened up the last letter.

"To Author: Please update."

XXXXXX

(Well your wish has been granted, we continue on with the story, and don't worry the pace is about to pick up soon enough. I'll be getting into the main story of the first season from the next chapter so don't worry. But a FYI, the season won't be in order.)


	6. Chapter 5

CH5

The Soul, the Heart, and Mind

XXXXX

(You wanted an update, well here it is. Still having some trouble with Zecora's speech and I don't know how to approach it.)

XXXXX

Another week passed since the letter from Twilight and Starswirl was still reeling from the sudden appearance of the doppelganger's interaction. Starswirl had about a few hundred questions swirling about the pony who now claimed to be her. Inquisitively she wanted to learn of the circumstances about the sudden intelligence of what was supposed to be a simple clone of her.

But Starswirl decided to leave the idea for later; she had a meeting with her parents coming up. She had a feeling that things were going to only snowball, from this sudden revelation that her clone was now acting like Twilight; it was only getting more and more confusing. At the rate that they were going, Starswirl felt like her life was going down into its most hectic stage.

Spike kept trying to reassure her that everything would be fine, she just needed to talk to her grandparents and then she'd have a reunion with her mother, and everything would be fine. Or so he assumed, meanwhile AJ and Rarity offered her time to join them in some work, AJ needed the assistance with some apples, and Rarity asked about Starswirl helping with some modelling.

Starswirl knew that they were trying to help by keeping her occupied with work; she appreciated the offers, and accepted to help when they needed her. Starswirl put on her clothes and headed out the front door, the morning moonlight illuminating the street outside her home. It seemed that ponies were finally accepting the changes, or were just tired of sitting around in their homes.

But it wasn't just the presence of the town ponies which made an impact, there were many more ponies that seemed to be from out of town, dozens seemed to be present in the street before her. It seemed that they all had different markings, such as one with a blacksmith anvil and hammer, others with brief cases or scrolls as cutie marks; they all seemed to be here for similar reasons.

Since the news of the change in capitals, the ponies of Equestria were moving closer to the new capital, many of them workers who were here for the expansion project that Luna had come up with or were just here to move in. It seemed that the town was becoming more and more crowded, but there was also the fact that Ponyville would soon be expanded.

It was then that Starswirl's train of thought was interrupted by the appearance of 3 large armoured guards, or what seemed like guards. They paused and saluted with their hooves and said in a modest tone. "Greetings Princess Starswirl, how are you this day?"

"Fine, um… who are you?" Starswirl inquired into the 3 navy armoured guards.

"We are the Lunar Knights, we have arrived from our hold in the far northern lands of Arcadia, our apologies if we have surprised you, but we were asked by Queen Luna to introduce ourselves before patrolling the city to you." The guard replied.

"Okay, so are you here as guards for the town?" She asked.

"Yes, as an order from the queen, she wished that the town be protected by us until the old guards of Celestia could be adjusted to the new reign. They haven't entirely responded well to the change and have been stubborn in remaining in Canterlot. Thus we have been asked to perform regular duties until the new guard can be assigned." He answered.

Starswirl nodded and then said her farewell.  
>"It's been nice speaking to you sir, thank you for informing me." She said respectively and headed off.<p>

She made sure to make a mental note that instability is now very present in Equestria if the royal guard and regular guards were on strike or opposing the rule of Luna. She strode through the night streets as per usual, making sure not to be noticed, and keeping her ears open to the talk of the ponies around her.

She strode onwards hearing of the news from Canterlot and from Manehattan and Trottingham, ponies were speaking of rebellion, and some arguing about the fundamentals of having a tyrant like Luna rule the kingdom, it was understandable that there was an air of tension and apprehension to the new monarch, especially since she had removed their beloved Celestia and the sun itself.

It was around the corner past the Sofa and Quill shop that Starswirl found it the hardest to move around, ponies were crowding the whole area. It was too much of a hassle to try and go through, so she decided to take the path around through the market street, and past the flower shop. Even though her mind said not to, Starswirl couldn't make AJ wait any longer, and teleporting would only get her unwarranted attention.

She carefully went around Sofa and Quills and through a couple of alleys till she reached the side of the gardens of Daisy, she made sure not to be noticed and headed on through, but as she just cleared the front of the fence, she bumped into a light magenta coloured rear. She backed up and noticed who it was, Daisy of the flower trio.

The mare turned about and looked a little annoyed saying with a bundle of flowers in her mouth.  
>"Hey, could you look where you're walking?"<p>

"Sorry." Starswirl replied hoping that the mare doesn't identify her. She faced away keeping her head under the cloak and making sure not to raise her head up any higher.

It was then that the other 2 mares of the group appeared and asked inquisitively.  
>"What's going on?"<p>

"Oh don't worry it's just one of those ponies from out of town." Daisy replied.

Roseluck or Rose was a cream coat mare with burgundy hair; she was also slightly more helpful to those who seemed to be new. She didn't pay attention as she reached out over to Starswirl to help her up.  
>"Well hello there, I suppose welcome."<p>

"Yeah, thanks." Starswirl replied.

"So where are you off to that you bumped into me?" Daisy asked.

"Oh the market, needed to go get something done." Starswirl replied.

The last of the mares appeared and by far the most over reactive and probably the nosiest of the three. Lily didn't want to be left out of the conversation and then poked around and asked.  
>"So who's this?"<p>

"Oh she's just coming from outside of town." Rose answered.

"Hmm, that seems to be happening a lot around here. So why are you wearing a cloak and all of that barding?" Lily asked.

"That's my clothes and I have had to travel far." Starswirl replied.

Lily wasn't convinced and she then noted the blue horn of Starswirl's just poking out, and then she noticed that the face of the unicorn was hidden underneath the cloak. It was then that a passing carriage of ponies with headlights illuminated the area around them that the face of Starswirl was just visible to Lily. Before Starswirl could do anything a shrill scream pierced the moonlit morning.

"IT'S NIGHTMARES DAUGHTER STARSWIRL! RUN!" She screamed aloud and jumped into her home.

Eveypony in the vicinity suddenly turned to the sound of the ruckus and saw the three flow ponies scatter leaving a rather heavy gust of wind to blow over the cloak and reveal an absolutely stunned Starswirl in plain sight. At that moment, Starswirl literally wished that she was invisible, but sadly that doesn't happen until she learns how to use the spells that Nightmare gave her.

Everypony in the streets went into a wide panic as mares from the town suddenly caused the other visiting ponies to go into panic at the confusion. Starswirl was left with little option, just run it for hay's sake. She bolted through the streets as fast as she could and reached the market where other ponies were inquiring into the events and noticing the unicorn mare of Nightmare running into the market at top speeds.

They cleared the way for her and jumped back as well. Starswirl raced over to AJs stand where the farm pony stared at the chaos around the market. She just stood there and then went.  
>"What in the hay happened?"<p>

Starswirl huffed and breathed.  
>"Flower trio…"<p>

AJ face hoofed and said optimistically.  
>"Well at least now we can get out of the market without too much hassle."<p>

AJ packed the first couple of buckets of remaining apples from that day's sales and put them on her back and brought up a chest of bits and placed the harness over onto Starswirl. The two friends made a speedy departure from the market and onto the road to sweet apple acres; they sincerely hoped that they didn't encounter anymore mishaps along the way.

As they travelled over to the farm, Starswirl inquired into how business was and small talk, it was the best way to pass the time. As they closed the distance to the farmstead, a noticeable shadow began to quickly chase after them, and then came down the grey figure of the mail mare.  
>"Ditzy?" Starswirl perplexed.<p>

"Oh, Starswirl, I just got this from the office today, it said official and it's from your mother." Ditzy replied.

The mail mare pulled out a single letter and smiled; she then gave the letter to Starswirl and flew off. Starswirl and AJ watched as the mail mare vanished off into the clouds. AJ inquired.  
>"Is it from Twilight?"<p>

"No it's from Luna, I wonder…" She telekinetically opened the letter and found herself reading.

"To my dear Starswirl, I have decided that you and your friends deserve a chance to meet with me in person more often and have inclined upon giving out this official invitation to you to this year's Grand Galloping Gala which is to be held at Shadow Star Castle (now official), you and 1 other friend may be allowed to attend the evening and I do hope that you can attend. Your mother Luna." She finished.

The two friends saw the two tickets and smiled, they shouted.  
>"The Grand Galloping Gala!" They hoofed upright in excitement.<p>

XXXXX (There was an important part I was going to add for a filler from Luna and Twilight, but I have decided that wouldn't suit this situation, so I will just be placing this break here.)

The initial excitement passed as the two friends began jumping for joy about the Grand Galloping Gala, Starswirl then asked enthusiastically.  
>"Oh great, I've never been to the gala, have you AJ?"<p>

AJ replied. "No, but I'd love to go, whoo wee, if I had an apple stand ponies would be trying out to get a taste till the cows came home. Do you have any idea how much business I could drum up for sweet apple acres?" She continued. "Why with all that money we could do a lot to fix up around here. We could replace that saggy old roof, and Big Macintosh could replace that saggy old plough. And Granny Smith could replace that saggy old hip!" She stated dreamily.

"I'd give my left hind leg to go to that gala." AJ finished with a feeling of euphoria.

Starswirl felt that Applejack had a good enough reason and then offered.  
>"Well in that case, would you like to come along?" She asked.<p>

As AJ was about to respond a sharp cry from above caught the two's attention.  
>"Look out below!" A cyan blur shouted.<p>

The two friends of course didn't get away and the cyan blue smacked into them scattering apples in a blast of dust and knocking the wind out of the two. The stars were swirling alright around the head of Starswirl, AJ felt as if she was seeing stars too, and of course it was eternal night time so nothing too surprising there. The form of Rainbow Dash sat upon the two and then exclaimed.  
>"Are we talking about the Grand Galloping Gala?"<p>

AJ recovered first and said.  
>"Rainbow Dash, I thought you said you were on double night shifts and said that you were too busy to help me cart these apples back. What were you busy doin? Spyin?" She accused.<p>

Rainbow got off and said defensively.  
>"No I was busy, napping." She pointed at a tree where she had decided to take a rest in, a blanket and pillow decorating its branches. Of course with the weather being so chilly these days, Pegasus ponies took more breaks, and there wasn't much to do anyway, the magic in the air made most of the clouds move away from many populated centres.<p>

Rainbow took off and then appeared in front of Starswirl who took a step back as she continued.  
>"I just happened to overhear that you have an extra 'ticket'?" She asked with a big grin on her face.<p>

Starswirl looked a little bit shy at the sudden intrusion of Rainbow and she then replied.  
>"Umm, yes, but..."<p>

Rainbow never let Starswirl finish as she suddenly began zipping around over their heads with cheers and smiles happily yelling. "Yes, this is so awesome. The wonder bolts perform at the Grand Galloping Gala every year." And of course RD went into her own dreamy imagination of what she wanted to do at the gala. Starswirl had a feeling that this was going to be a long explanation.

"I can see it now. Everyone would be watching the skies and their eyes fixed on the wonder bolts. But then who would fly with them? Rainbow Dash! I'll draw their attention with my awesome speeds and strut, then I'll mesmerise them with my flying filly flash. And for my grand finale, the buccaneer blaze! The ponies would go wild… 'Imaginary cheering from RD'. The wonder bolts would insist on me joining them for my awesome skills, and welcome me as their newest member." Rainbow ended her dreamy imagination of becoming part of the wonder bolts and punctuated her comment with.  
>"Don't you see Starswirl? This could be my one chance to show em my stuff!" She flexed her fore legs.<p>

She ran right in front of Starswirl and said.  
>"You gotta take me!"<p>

Before she could reply AJ pulled Rainbow away by the end of her tail and then interjected.  
>"Hold on just one pony picking minute here!" She said through gritted teeth and then spat the rainbow tail from her mouth as she continued.<br>"I asked for that ticket first!" She objected.

Rainbow suddenly retorted.  
>"So, that doesn't mean you own it!"<p>

"Oh yeah? Well I challenge you to a hoof wrestle! Winner gets the tickets and Starswirl!" AJ replied.

The scene suddenly paused as RD was about to respond and went.  
>"Wait what was that last part?"<p>

"Nothin, just get on with the hoof wrestle." She said sheepishly.

Starswirl felt a migraine begin to form; this was going to be a lot harder now. Considering that her two friends were at each other's face about this, she couldn't get a word in until they went at it with a hoof wrestle. And then she jumped in and said.  
>"Girls! These are my tickets, and I'll decide who gets it thank you very much. Whoever has the best reason to go should get the ticket." She told the two.<p>

And of course she should have seen in foresight that the two of her best friends would both have some sort of valid reasons, and that's when they replied.  
>"Drumming up business for the farm?" AJ said excitedly.<br>"A chance to addition for the Wonderbolts?" RD countered.  
>"Money to fix granny's hip?" AJ added with puppy eyes.<br>"Living the dream!" RD ended.  
>And AJ went. "Getting a date with a mare I like?"<p>

"What?" RD and Starswirl perplexed.

"Nothing..." AJ replied.

Okay out of that awkwardness, the two pony friends had good points both of which were pretty much very good reasons for going. Starswirl was pondering what to do.  
>"Wow those are pretty good reasons aren't they?" She responded, but of course her stomach decided to interject, and save her flank from this going further.<br>"Well listen to that, I don't know about you but I can't make decisions on an empty stomach…" She left the two friends standing there looking at her pleadingly.  
>"So I'll think about it over lunch and then get back to you."<p>

The two friends were disappointed and she trotted off back to Ponyville and replied with a disheartened. "Okay." And as soon as she was just about ears shot off from them, they went and got back to wrestling. To which Starswirl felt as if they had just ignored her.

XXXXX

After a trotting back to Ponyville, Starswirl had entered back into the town making sure that no pony saw her again in broad moonlight, it was bad enough that the flower trio almost caused a riot, but she needed to keep herself from frightened any other pony, and making sure that the tickets weren't lost while she was on her way back.

She was holding the tickets in her moth as she walked to her home, something at home would suffice for a meal, and also she doubted that Horte Cuisine would be able to serve her anything, the ponies around the town would see her if she was eating and she'd avoid another public debacle. As she passed Sugarcube Corner she didn't see this coming.

A pink blur moving at the speed of what could be possibly called sound smacked into her with comical force and knocked her to the ground. Starswirl saw stars above her head… no that would be the skies of the eternal night not the proverbial stars. Starswirl got back up as the pink sugar pony shouted.  
>"Ahh, bats, bats on my face, help!"<p>

And as she ran around in such a manner she kicked one of the tickets without looking and stopped to look at one of the others and said.  
>"Wait. Are these tickets to the Grand Galloping Gala?"<p>

And before she could stop Pinkie, she went into a wide rant of her dreams about the Gala which seemed to fill the moment with images of her jumping around enjoying a party of immense proportions, she might as well have just made a giant party cannon and fired it on the town.  
>"It's the most amazing, incredible, super fun party and most humungous party in all of Equestria! I always, always wanted to go!" Starswirl prayed to the heavens above that this wasn't going to be what she thought was going to happen…<br>And it was. "Oh the Grand Galloping Gala is the best place for me, oh the Grand Galloping Gala, is the best place for me, hip, hip hooray. It's the best place for me, for Pinkie!" She sung out, it was enough to annoy the Ursa Minor who was resting in its cave, and pulled a pillow over its ears.  
>"With decorations, streamers, pinwheels, piñatas with pin cushions, with goodies like sugar cubes, sugar canes, sundaes and sarsaparilla! And playing games like pin the tail on the pony…"<p>

Starswirl would have just jumped off into the local pool if she could, which did raise the question where did the other ticket go?

(I'm trying to write this while listening to the dialogue people it's not very accurate considering how fast she talks.)

XXXXX

One golden ticket flew lazily away through the breeze and landed in a small garden, it was suddenly picked up by a rake as a certain orange filly Pegasus cleared the leaves away in a rush regardless of how much damage to the ground she was doing. The Cutie Mark Crusaders, Garden Rake Team was going at their job at trying to pick up leaves in a rush, not to mention earn a bit of gold along the way.

The orange filly looked at the ticket in exasperation and cheered.  
>"Hey girls look at what I found!"<p>

A small unicorn filly with pastel coat and a yellow coated earth pony with red mane jumped over to the Pegasus and made sounds of awe as they looked at the ticket.  
>"Isn't that a ticket to the Grand Galloping Gala?" Sweetie Belle said in excitement.<p>

"Yeah it is. I found it while raking the leaves…" Scootaloo explained.

"This is great; I remember hearing Applejack talking about the Gala, how we can get a new roof an all that fancy new things for the farm. I'm gonna take this to big sis." Applebloom said happily.

She was halted as Sweetie Belle interjected.  
>"Hang on, I want to take it for Rarity, she's always wanted to go, and I'm sure she'd appreciate it if I helped her, not to mention she promised me that I got be her hoofmaiden if she ever found that prince at Canterlot."<p>

The two butted heads and Scoots went.  
>"Hey I have a better reason than the two of you, I want to take this for Rainbow Dash, she always wanted to go and she'd think I'd be cool for helping her, and she might even take me as her bigger sister!" Scoots daydreamed.<p>

She was smacked by a piled of leaves with Applebloom saying.  
>"Like that's ever gonna happen!"<p>

The Pegasus tackled the earth pony and suddenly all three little fillies were going at each other they didn't realise that the ticket was knocked back into the breeze and off to wherever it needed to go.

XXXXX

To CanvasWolfDoll of for the OC and if he's here on FIM then hi… just borrowing your character for a funny cameo. And yes this guy had his story about Sepia Tock on EqD and was rather interesting; I made him as a jump in and maybe more of a character later. And yes this is Doctor Whoof.

The ticket drifted into the winds and landed near a certain clock making shop down the market in Ponyville, a mail mare was making a delivery when she noticed the ticket on the ground outside of the shop. She abruptly picked it up and took it inside to the clock makers. She placed the ticket on the counter and yelled out.  
>"Package for the Doctor!"<p>

There was an abrupt crash in the back of the work shop and some muffled curses as the clock maker made his way out from the back and arrived at the front mumbling curses as he rubbed his head in pain. The brown coat slightly spiked mane pony with an hourglass as a cutie mark appeared rather peeved.  
>"Ditzy please remember to tap the bell on the front, not yell my name out. And by the way, how did you get inside without setting off the front bell?" He asked perplexed.<p>

"I dunno, I guess it didn't go off. Oh here's the package." She said happily forgetting about 2 things of what he just said and giving him a nice sized box which stated.  
>"Caution, fragile."<p>

The mail mare had Sepia sign the board on her deliveries, and then she hopped on by through the front door without setting off the bell again. Sepia had to remind himself to have the bell looked at before the week was finished. He put his package down and noticed something odd; a faint golden leaf of what he assumed was a token.

He lifted the ticket up and read it before his heart suddenly stopped.  
>"One admit to the Grand Galloping Gala!" He said in utter shock.<p>

If time ever stopped in the world, it would be right about now.  
>"WHOOO!" He yelled in utter happiness as he had the ticket in his hoof.<p>

A blue mare came through the door setting off the bell and noticed her boss was laughing out loud like a maniac and cheering happily in such a fashion that made her stand there and then leave. The day she saw the doctor dance would be the day the world ended, so she left without a word in mute confusion.

XXXXX

Sorry guys we're cutting it a little short here as I need to go deal with something for a bit, and yes this is going to be in 2 parts. And BTW, who would like to have other ponies show up from fandom? And OCs can be included in this, if they're reasonable, I need background ponies for interaction anyways.


	7. Chapter 6

CH6

Desires and Dreams

XXXXX

Shadow Star Castle

Luna looked at the usual stack of letters and official paper work being stacked in front of her, her court had taken a break for the time, half of those present to see her were just there for complaining about the lack of sun, and something about the location of the gala. But she would have none of it, the gala was to be held at the new capital and if they didn't like it they didn't need to attend, but with so many nobles relying on the support of those rich and in power, it was too much to lose for a simple disagreement.

However Luna had come to terms with a few ponies that seemed to get her attention, such as a noble named Fancy Pants and Tan Dapper, the few other nobles who seemed to have a more 'noble' intent rather than just grooming power and wealth. Then there were the really annoying ponies that seemed to just press their luck. As if on cue, the doors to the court suddenly opened, a lot of shouting and clamouring from the only pony that Luna would have just sent into the dungeons or have had executed.

"Auntie this is outrageous, I have to pay for my trips here? Aunt Celestia would have never have done this to me!" He whined.

Luna stepped up from her onyx throne and faced the pompous prince.  
>"Well Blueblood maybe it's time for a change, from next week I shall be removing your allowance…" The prince was about to object until Luna's eyes glowed and suddenly the prince was choking on his words. And Luna continued.<br>"You shall also be doing your own work in Ponyville starting as of next week; I'll have one of my guards begin compiling some papers for your employment in the developing town, and you shall be treated as like every other pony. And I shall even tell my guards to alert everypony of no special treatment. So now that's settled, do you have any objections?" She growled as she continued to choke the prince.

He shook his head as it began to turn a little blue, a thought of dark humour ran through Luna about the prince, before she dropped him ungracefully on the floor of the throne room and then pointed out to the door.  
>"Now GET OUT!" She spoke with the sound of rolling thunder.<p>

The prince stammered to himself but then bolted right out the door, the passing guards looking bemused at the prince, they had nothing to fear from their queen. As soon as Blueblood left the throne room was quiet and reserved once more. And then a voice asked.  
>"Was that really necessary?"<p>

Luna turned her head around to see that Twilight had entered the throne room from the right side of the court doorway; it was a private entrance for the princess and for Twilight. Luna replied.  
>"The pompous foal wouldn't learn to get a hint, so might as well throw him a warning and a bone; he'll be busy with causing havoc in Ponyville and keeping his hooves from annoying me. And I'd rather not have a damned reminder of my family's history suddenly catching up."<p>

Twilight looked at Luna and asked.  
>"He's family?"<p>

Luna threw a glance and replied.  
>"A cousin's descendant, from a long time ago, from the original Blue Blitz, sadly it seemed that his respect and sense of control didn't pass onto his children."<p>

"I see, so how has your day been?" Twilight asked looking around at the few stacks of paper that were now accumulating on the ground.

"My rule is very tiring, and I am getting tired of these 'nobles', it has changed surely, however it seems my sister's lack of control has these fools thinking that they can challenge the royalty of the kingdom. I intend not to make the same mistakes Twilight, these ponies will fear me before they speak out and they will respect that, or suffer the consequences for their arrogance." She stated clearly.

"Hmm, so you want to punish anyone who just happens to make a simple mistake in wording or an opinion?" Twilight asked.

"No, just the fools I see who know well that openly challenging my authority." Luna replied.

Twilight nodded.  
>"Luna, you know about control, I think that Celestia alleviating the strict attitude of the past gave way to birth of free expression and prosperity, and you trying to bring the old rules back into this day and age might not be the best thing."<p>

Luna shot a look at Twilight and said.  
>"My reign is as it will be Twilight, I do not take lightly to their arrogance, and if ignorance is one thing, I do not take well to the purposeful arrogance of those who should know better. Besides when have you taken an interest in what I do?"<p>

Twilight replied.  
>"Only since you took power I've kept my eyes on what you're trying to do. And also out of care, I know that you've been rather direct since our talk."<p>

She knew what this was about, the challenge over just a week before; Twilight had truly displayed herself from the feelings of Luna. But then again this wasn't Luna, it was a doppelganger, a clone of Twilight, but she was right on the mark.  
>"I would rather not discuss this now Twilight."<p>

"Why because you can't see that I am my own mare? Being a unicorn like her and then having to realise she doesn't love you?" She retorted.

The tension in the air was literally palpable, and then Luna raised her hoof and announced.  
>"Court is closed for today, guards exit."<p>

The Lunar Knights did as ordered without question, the private matters of royalty were with royalty, and it wasn't their place to inquire. The doors slammed shut and the guards quickly silenced any complaints from the nobles and officials outside about what was suddenly happening. There was a group of unicorns who suddenly sealed the area with a silence spell.

Luna sighed, this was just what she had been trying to avoid for the whole week.  
>"What makes you think I could ever love you?" She asked the clone with some disquieted underlying tone.<p>

"Because you know that the real Twilight never could love you, you saw it when you first said that you loved her over a fortnight ago, she doesn't want you, she doesn't know what to look for in you, there's nothing amiable you're doing now and there wasn't anything that she could see back then. And now you're emotionally hurt by my opposition you decide that I can't love you?" Twilight replied with distress rising in her voice.

"What you are is nothing more than a pest! Becoming like my sister, planning and plotting my fall, brandishing hidden weapons, or hiding simple plans under a web of tricks. I only see my sister in you, a fool who let the sun shine and my moon dim, where was my happiness? Where is it now?" Luna felt her temper peak enough as she bellowed.

The chamber was starting to shake from the exchange of anger between the two.  
>"You know that if you saw it in me, I wasn't trying to oppose you, I was trying to defend my one most cherished thing, and you know who."<p>

Luna laughed mirthlessly. "She would never accept you as her mother; you're nothing but chemicals and water put together. I gave you a spark to breathe, and Celestia gave you a spark of life, and now all I see is a fool, who puts her faith in lies. What do you want Evenfall? Freedom, peace, powers, what is it that you want?"

"I want to live." Twilight answered.

Luna paused and looked at the clone with confusion, it didn't make any sense.  
>"Well you have your life, why not leave? Why not just go?" She asked in bewilderment.<p>

"Because you're wrong, and you're still ignoring the fact that I'm trying to tell you something obvious!" She shouted.

Luna looked around and then turned her attention back and asked.  
>"What?!"<p>

"I love you…" Twilight Evenfall shouted with squinted eyes.

Luna felt her body freeze and she stared at the mare and then had her mouth agape and then closed it before she just sat there and then contemplated what had just been exchanged between them. She couldn't respond, had the clone just confirm that she loved her? This was beyond what she was expecting, well… She just sat there and didn't know how to take the news. Was this serious?

Twilight continued on.  
>"You should know better, I hold memories of Celestia and Twilight, in fragments and her emotions, but also the emotions of Twilight and her memories, and they all say two different things, and then when I look at you it only makes me wish that I could be with you. Because Celestia misses you, Twilight might be apprehensive, but she cares for anyone who suffers, and then I'm with both and suddenly I can't just let you wander around, I just want Luna…"<p>

Before she could say anything else the mare was staring into the eyes of Luna, who was right in front of her, her dragon like eyes staring into her own lavender eyes. She stared for a moment and then withdrew her head.  
>"You know, I miss her too. And now that I see you for who you are Twilight, I can see that you're right, but do you know why I love you?"<p>

"Why?" Twilight asked.

"Because you're like me, naïve, brash, easy to provocation, always being over analytical and caring, but I have held myself at distance with Celestia, and my people. Because you know what I see?" Luna asked. Twilight shook her head.

"Because they're scared of me, they don't know me, yet Twilight, you reflect me, in more ways than one, being angered by the lack of their understanding, and their ignorance, but enlightening to what they have to offer. And yet caring for what I do. I loved that about you… always thinking about everypony around you, and maybe forgetting someone, but you seem learn, and that's why I love you. For being what I couldn't be." Luna finished and soon felt something warm.

Twilight had walked from her position and had her hooves around her in a tight hug, Luna stood there frozen with surprise, and then she hugged back. Twilight asked in a whisper.  
>"You know, now that you say that, you are what I wanted you to be, happy, free, loved, please just let me be with you, in happiness. Isn't that what you want?"<p>

Luna sat there contemplating what she said.  
>"Yes." She replied.<p>

"Then let me find us freedom." Twilight said in the silent court.

XXXXX

"Oh Horseapples!" Starswirl muttered to herself.

She had lost one of the tickets meanwhile Rarity and Pinkie had been going at it for a while, and then there came the neighbourhood to the rescue. Fluttershy had been in town for the day when Starswirl had her tickets and so self assertively added to the conversation.  
>"Umm Starswirl, I know we haven't been so well conversed, however I'd like to ask you…"<p>

"If I could spare the ticket for you as well?" Starswirl deadpanned.

"Yes." She said optimistically.

"UGH." Starswirl wasn't having her day today.

Rainbow Dash appeared and started up a whole new can of beans to add to this.  
>"Hey get your hooves off my ticket!"<p>

"Rainbow Dash, what are you doing here?" Starswirl threw a glare.

The rainbow maned Pegasus smiled sheepishly and said in her defence.  
>"I was keeping an eye out for my ticket…"<p>

And then came the heavy hoof falls from AJ who appeared in a heavy dust cloud.  
>"Now hang on one picking moment."<p>

"Applejack what are you doing here?" Starswirl threw the farm pony an equally annoyed look.

"Hey now, I was keeping my eye on this one." She pointed her hoof at Rainbow.

And then they all.  
>"WHAT'S GOING ON HERE?" Roared the voice of a very robust male.<p>

They turned to see a cloister of Lunar guards, they didn't have the armour like the knights did, but they had the same mark of Luna so it was easy to tell that they were here for security. Starswirl explained.  
>"It's nothing officers, just having a discussion over a certain dilemma."<p>

The senior of the group of Lunar Guards eyed Starswirl and then remembered his position.  
>"Princess Starswirl as much as you maybe the daughter of the queen you should know better than to block the road, you should be doing this at another location where there's not going to be more ponies arriving, now I can see why that there's this, 'discussion' and it should not be held here and shouldn't be escalated into petty fighting."<p>

Starswirl realised what he thought was going on.  
>"Good gracious sir, that's nothing like what I meant, this isn't a traffic incident we're arguing over a ticket to the Gala this spring."<p>

The officer in charge blushed a little and then apologised.  
>"My apologies princess, however it still shouldn't be held here, it doesn't seem appropriate to have an argument on the main road. But yes, my apologies."<p>

"You are forgiven, now may I ask who are you?" Starswirl inquired.

"Yeah and what's the rush for?" Rainbow penned.

"Oh is it a rescue with a damsel in distress or maybe it might be a legionary attack from Caesar? Maybe super ponies with legion badges and dragons…" Pinkie Pie ranted about random universal rule breaking things while everyone went back to the main topic at hoof.

The others also wanted to know about these oddly armoured and clothed Lunar Guards.  
>"I am Lunar Guard, Sargent Diam is my first name, and my last name is private. I was under orders to stretch my unit across all of Ponyville to maintain order and also, clean up traffic." He muttered the last bit with resentment.<p>

"You came here as road guards?" Rainbow began laughing.

"Okay now I have fallen to the lowest point in my career." A black Pegasus said with annoyance.

"Oh come on man, let it go, we're here for a week and then we get to get canter off for a 1 month break." A deep grey coated earth pony said.

"Will you two shut up already; don't you see we have royalty to attend to first?" Pitcher the grey pony with a cutie mark of a metal hoof and cup said annoyed.

The other guards nodded and agreed, Starswirl was their responsibility above all else, or Luna would have their flanks on a platter. Starswirl was thankful that they were able to help.  
>"Umm well this should sound silly but I lost one of the tickets I had on me, you couldn't find where it might have gone could you?" She asked.<p>

Diam nodded and agreed.  
>"Very well, we'll look for it, it shouldn't be hard for us to get it for you princess."<p>

"But I thought we had to continue our patrol…" pitcher was hit over the head by another guard who hushed him.

"We can avoid duty helping a princess out." The other guard said.

"Oh…" Pitcher just followed on.

Starswirl produced her ticket for them to get an idea of what to look for. Diam asked one of his unicorn members to begin a tracking spell.  
>"Well get right to it, milady!"<p>

The guards rushed off to look for the ticket meanwhile Starswirl addressed her friends.  
>"Okay now all of you, when the guards find the ticket and I get myself lunch, I'll give more consideration to who gets the other ticket!"<p>

"But Starswirl…" Rarity was trying to pull a quick one.

"No butts about it girls." Star replied adamantly.

They all mumbled and grumbled and trotted off.

XXXXX

Meanwhile Doctor Whooves hummed to himself about the gala, he dreamed about the day he finally got to go and he now had one admit! He giggled to himself like a maniac, he'd finally get to see her, Octavia of Equestria the beauty of the gala, and of course he needed to look appropriate for the occasion. He busily put Colgate to deal with anymore customers he had to go and prepare.

Colgate meanwhile was busy taking a mental test on the internet if she was really going insane that her boss so self-conscious was now going out of his way to go do something that was out of place. There was one little problem though, the patrol of night guards,


	8. Chapter 7

CH7

Restless Memories…

XXXXX

Ponyville Clock store…

There was a right scuffle to get the ticket back, which resulted in a rather surprising fight from the clock maker a fellow named Sepia Tock who didn't exactly like the idea of losing the ticket when he had only just got it from nowhere. Well the night guards weren't easy to back down from duty especially with the princess having ordering them to recover the lost item.

But pleasing the princess would be high praise if they could only complete it.  
>"Hey stop right there criminal scum!"<p>

Sepia burst from the front window of his own store yelling.  
>"It's MINE!"<p>

"Get back here and return the stolen property of the princess of Equestria!" One guard shouted in pursuit.

Another guard stumbled out dazed with a large hoof print on his nose.  
>"Oh that bloody blighter smacked my nose!"<p>

Colgate shortly followed out shouting.  
>"Sepia, get back here and give it back to the night guards, and also your dad's shop is in ruins!"<p>

But to no avail a quick pursuit of the estrange doctor who made it clear he wasn't giving up the ticket. The night guards were in for a sure job tonight alright.

XXXXX

Ponyville- Library

Starswirl felt the draft of the morning night come in, she saw the bright luminance of the moon rise over the land, it was a saddening sight for her to see what had brought her here. But more so was the fact that she was to meet with her parents. And also that blasted ticket, she hadn't sorted it out, of course the new gala wasn't to occur for another 6 and a half months, but still she didn't like the fact that she had to choose and decide who was to come with her.

So many things to get done, and also her big reunion was also with her brother, her big brother, she had known that he was probably going to see her in his own time, but she didn't dare think of how she was going to break the news with him. Especially since she heard of the rebellion amongst the ranks of the former royal guards, there are even reports of Celestia's personal guard, Aquila had rebelled with dozens of other guards and have started fighting in regions north of Canterlot.

It would make sense that Nightmare hadn't moved into Canterlot, it seemed more like the capital would be overthrown by the former royal guards, and also her brother, Shining Armour was also reported to have taken a whole battalion of warriors to the regions east of Equestria, but that might have been to throw off the Lunar Knights, Nightmare's new force of elite warriors who were coming in from the Lunar Caste Citadel far in the north.

But that wasn't the only thing that had come to pass, from more reports coming in from other cities, Manehattan had fallen fully under the jurisdiction of the night guards, but the other varying forces of law enforcement had rebelled to the idea of joining Nightmare's rise to power. There was open hostility towards the night ponies, but much more fear.

Another piece of news came in from Cloudsdale, a small riot had broken loose with the royal guards there and night guards sent there to replace them, there was even more hostility towards the night guards especially the bat winged ponies that Starswirl had seen on arriving into town. Pegasi didn't like these new bat winged ponies least of all.

She wondered if everything would be alright. But at the looks of things that was far from it. It was soon to get worse, but when would it get better? It was all about timing and how the tension would break, if things did boil down then all hell was to break loose, and Equestria would be engulfed in civil war and chaos.

But there was something that bothered her, if there were so many night guards; didn't that mean that there were many other orders of ponies in the world? She had the curiosity of where these new ponies were coming from and she did a bit of research, she found a small book of Equestria's history, it was written in old Evefree, she noted was called Arcadian.

It was from the faraway lands of Arcadia, an empire that sat across the ocean, it once encompassed the known world and even further than the Badlands, but there had never been any further news from the ancient empire in over 500 years, ever since it collapsed after the failed leadership of too many governments.

The old empire was a testament of equine technology and advancement, medical and scientific and arcane, there were many things Equestria took from the old empire, including military, but the technological factors had been removed. Something that Starswirl had noticed was that after the rise of Nightmare over 1000 years earlier, Celestia banned any involvement of Arcadian technology ever again.

It surprised Starswirl even though Equestria had much to thank for Arcadia, why Celestia would ban the knowledge of the old empire from the new lands? There had been steam technology and arcane spell knowledge as well as advanced medical treatments and remedies, but most of this knowledge was lost during Nightmare's first rise to power.

After the years there had been little mention of the old empire in any book she checked up on history, it was of no surprise that Celestia's orders had been thorough, but there was the chance that she might read up on something at Nightmare's castle, that was if she was to ask her 'mother' permission to search for something.

But there was another reason for looking for the knowledge of the old empire, there was a mentions that some of the royal guards had located ancient bastions of the empire's first outposts here in Equestria, and have put them to use. More specifically the one outpost was Canterlot's royal guard bastion, which held very old pieces of weaponry and armour; she needed to do some research into what could possibly be located there.

It was a guess, but if the royal guards at Canterlot hadn't moved from their bastion there they had to have a reason. And she had a feeling that things were going to escalate soon with Nightmare's new plans for Equestria, including the expansion of Ponyville and the destruction of parts of the forest of Everfree and so forth.

But to the main task at hoof, she knew that time was also running short for herself.  
>"Spike, did you get the…"<p>

"Laundry done? Yes, and I got the letters stacked in the desk as you asked, the ink's next to the writing board, exactly parallel. And yes I've gone and forwarded a letter to everypony about your parent's arrival, Pinkie said she'd be coming along with a good batch of cupcakes to spare, and AJ said she'd come around to see how things are going when she has the time. As for Rainbow Dash, she'd come when she had finished weather duties, Fluttershy wanted to come and meet if she could, and Rarity wants to bring a gown for Twilight." Spike stated as he finished the chores he did in the time she had asked him to do things.

The week had gone by rather rapidly and she did admit she was getting rather side tracked, especially with things to get done for her 'mother's' arrival at Ponyville, and her grandparents, and of course the news from Shining Armour she just had to know if he was alright of course there was also the things she needed to ask from her mother, about the tickets. And a throng of other things she had to deal with.

That reminded her of a problem she needed to go see Carrot Top of Ponyville, she provided the fresh local produce including carrots, but also her own special herbal blends. She heard they were nice and of course to Ponyville General Store for some minor decorations, she didn't doubt that she'd need to spruce up her home a little.

She grabbed her leather barding and then exited the front door with her cloak, she still wasn't welcomed as much, Carrot Top, probably didn't take too much notice to whom she sold her goods to and neither did the old colt of the General store. The first stop was to the general store, which she decided to make a quick teleport to, she focused her magic and then in a short burst of light she was off.

Upon arriving at the front of the general store she almost teleported on top of a poor mail colt who was busy setting down to take a quick breather, and well it sure surprised him at the sudden appearance of Starswirl.  
>"Sorry."<p>

"No problem…" The colt replied hesitantly.

Starswirl entered into the shop and found that there was someone else at the counter.  
>"Umm where's Handy Dandy?" She asked the new clerk.<p>

"Oh, he's on business today, I'm his assistant clerk, Short Lending, I do most of the paper work, but I know my way around the cashier and things." He stated in a stature of discipline and calmness.

"I'm just looking for something's to decorate my home." She explained.

"Down in aisle 5 and near the end." He replied.

She nodded and headed down to the aisle, she found things as neat as they normally would, and she located the party supplies gold piece streamers with ink trimmings and linings and some packets of blue and white frilly ribbons, she grabbed them in her magical field and then hurried over back to Lend. He counted the price up.  
>"That'll be 6 bits."<p>

She gave him the money and she walked out back into the night time town, she then needed to hurry over to Carrot Top, but decided to avoid trying to teleport again, she felt that jumping in front of someone using magic would result in further attention she might not need at the moment. She was about to head through the market place and then to Carrot Top's shop when she heard a faint shout.

"Geronimo!" A brown blur ran smack dab into her and she and whoever had hit her went flying and so did the various pieces of her shopping.

Landing all around them were pieces of gold streamers, the first to get up was the assailant who suddenly awoke to a whole load of gold in front of him. He fumbled about, and heard of the coming guards, Starswirl was about to recover when he picked at random a gold piece in front of him and ran once more.

The sound of hooves made Starswirl turn around in a daze at lunar guards she had met yesterday.  
>"Ma'am you're alright, we apologise, but the pony we've been chasing seems to have taken it upon himself to avoid us at all costs, we shall apprehend him and retrieve the ticket at once."<p>

The mare didn't have time to see the rest of the guards head on after as she began to magically collect the mess around her. Once she packed her things away she remembered where she had to go, Carrot Top's place. She had spent enough time out here and so she hurried off into the night of Ponyville's streets towards the residence of the local fresh veggie grower.

Carrot Top's home was located nearby from the market right across from the flower trio's shop, it was a certainly quaint little home, it had its own vegetable patch with vegetables growing and such, and it was a pleasant sight for her. She arrived and knocked on the door with her hooves 3 times, there was a muffled response.  
>"I'm coming."<p>

The door swung open to reveal an orange mane mare with yellow coat and green eyes, she smiled and welcomed her in.  
>"Welcome to my humble abode. How can I help you?"<p>

"I'm here for some recipe for your famous tea, and also a few fresh vegetables and a small packet of Evergreen Sugar." She replied.

"Ah a favourite of the old fashioned Neighton special blend? Well fancy that, I have a couple of recipe pamphlets and all of the things you need, just wait a moment." She headed off into her kitchen and retrieved some of her vegetables from her garden.

Starswirl had to wait about 20 minutes sitting there fiddling with her hooves when the yellow mare returned, and then stated euphorically.  
>"Here you are dear; I hope it's to your liking."<p>

"Thank you." Star replied.

"Oh by the way, you're mother's Nightmare isn't she?" Carrot Top asked.

Starswirl hadn't realised that Carrot Top even knew it was her, it surprised her alright.  
>"Umm, yes?"<p>

"Please send my regards to the mare, and also to your other mother, I do hope that things work out for the best. I have had my fair share of family reunions, and also you need to try something new." Carrot Top said before she closed the door.

Star couldn't even ask her how she knew so much about her family coming over and for that matter how she managed to figure it out. Then again there was always the chance that one of the girls might have said something and then everyone else began to gossip, if so then she'd have to deal with more than her fair share of ponies going to see the great return of Twilight Sparkle, or of the family disaster on hooves.

She didn't dawdle from here and hurried back home, and she did notice a change in how ponies were looking at her, and mumbling about her presence around Ponyville, they of course didn't talk of it out loud near her. She found that there was a bunch of ponies she identified as her friends. It seemed they all had gathered at the same time.

"Hey girls, how's the preparation…" She halted mid-sentence when she saw her.

Twilight Sparkle stood there smiling somewhat sadly and emptily and then smiled when she saw Starswirl.  
>"My Star, how are you?"<p>

Star was astounded beyond words and then couldn't even reply properly.  
>"I-I'm doing well…"<p>

"Darling it's amazing that you've made such a recovery, but I thought you weren't supposed to arrive till after your parents." Rarity inquired.

"Ah well I had planned on coming later, but I wanted to see Starswirl as soon as I could, we did need to speak about something after all." She replied curtly.

Starswirl looked at Twilight and then stated to the others.  
>"Mum and I need to speak in private. That includes you Spike." Star directed at the dragon to stay outside while Twilight and her spoke.<p>

They both went into the library shutting the door behind them. Twilight encompassed the door with magic and sound sealed it for them to speak. And the first thing that Starswirl said.  
>"What the bucking heck have you done?" She threw an accusing hoof at the mare that now stood away from her with a rather stoic look.<p>

"I've done nothing Starswirl, nothing has been violated in the contract you signed with your life, and I am here simply to ensure that the contract remains intact, as much as your family might notice a difference within me they'll never suspect what's happened, and neither will your treacherous brother." She shrugged.

"My brother? You're here for my brother?" Star asked.

"Of course not, I'm here as a messenger from Celestia." She stated somewhat sombrely.

"Celestia sent you?" She asked in surprise.

"Well sort of, she didn't give me many details, she was too indisposed. Drunk off in the deep end, but she gave me my life, she wanted me to contact you as soon as possible, which would probably now." She mumbled to herself.

"Okay, just tell me, what did she want you to talk to me about?" Starswirl asked.

"She wants you to know she can't help, and neither can the Elements, they can't pin down Nightmare fast enough, to do so would need powerful sealing magic which she can only provide, but with her sealed in the cage she can't help. Nightmare's guards would also pose a significant issue in the matter as well, and with new guards appearing every day the chance to change Nightmare back to Luna become harder, unless someone was to search for an artefact known as the Eye of Magnus, it was an ancient tool used my the first Alicorn Emperor of the ancient empire of Arcadia, of course that would mean someone would have to travel over the vast oceans of Trotero and Neighlius." She replied.

"That's a lot to take in." Starswirl muttered trying to absorb all of the current events.

"That's the only other means of getting rid of Nightmare, but the trip would take months, especially since very few Equestrians had been to the ancient homeland of Celestia and Luna, and no doubt the artefact might have been lost in the past 3000 years since it was last heard of." Twilight added.

"But this is confusing; does it mean that the princesses were never from Equestria?" Star asked.

"Not necessarily, their father was a powerful leader of the ancient empire or so the records I've read on have, and the few memories Celestia have provided me with indicate, Everfree was founded by them, but the old empire before that no longer exists. And with their father's death it was rather obvious that there wasn't much of an empire to lead." Twilight explained.

"Then how do I get the eye of Magnus?" She asked.

"That's up to you, either you somehow manage to travel the ocean or, you possible start searching here, it's been a very long time, but there's still old outposts of Arcadia scattered here in Equestria, I wouldn't know which ones might have what you're looking for. But I'd suggest heading north to the Crystal Kingdom. It was the last kingdom which had any real contact with the old empire, and it has a strong historical archive, well that and some sites which have been preserved for many years." Twilight replied.

"Is that all?" Star asked.

"That's all I know from Celestia, she's rather determined to get help for dealing with Nightmare, but she doesn't know any other option, either take this one, or you formulate an ingenious plan to catch her off guard." Twilight replied tersely.

"What about Cadence? Is my baby sitter alright?" She asked.

"The other princess fled to the Crystal Kingdom in preparation to fight Nightmare, as far as I have heard, Nightmare's armies are strengthening for a possible war with the Crystal Kingdom and even some of the nearby states." Twilight explained uneasily.

"Then what do I do about getting into the crystal kingdom?" She asked.

"I wouldn't have a clue, I don't control the military, but you do have pull as the daughter of Nightmare to come and go as you please, unless I or Nightmare request an escort to go with you." Twilight replied.

"So either I go in and with an escort or not. But what's in this for you?" She asked glaringly.

Twilight realised being a doppelganger she'd be motivated as well.  
>"I'm here purely for the magic; I have no other business aside from that, let's just say, I have my own dreams I wish to accomplish."<p>

But before she could grind any information Twilight released the magical binds on the room and opened the door for the others.  
>"Girl's I have to go fetch something from the market, Spike could you help me?" She asked.<p>

The dragon replied beamingly.  
>"Sure thing."<p>

They headed off while Starswirl was left wondering what the motives of her doppelganger were, something was still amiss, and she knew that Twilight had assumed her existence for a reason, more than just Celestia now. If there was a larger plot in the midst of the current situation, she wouldn't be surprised.

But to the issue at hoof, Rarity practically beamed at something.  
>"I must say those various inscriptions on her body made her look so exotic."<p>

"Inscriptions?" Star asked.

"Of course, you weren't here when she first arrived, she was showing us her new magical augmentations, they looked so beautiful as if someone had crafted them onto her body, at first I wouldn't imagine having such a procedure done on myself, but how they blend so well with Twilight. They looked like she was born with them." Rarity stated excitedly.

"I agree, them light tattoos are mighty fine." AJ said rather interested.

"Also did you see her new magical abilities? She came in on a summoned pair of wings, that's awesome, she's gotta be twenty percent cooler!" Rainbow exclaimed.

Fluttershy didn't say anything she looked as if she was in deep thought and she looked at Starswirl and was staying absolutely quiet, which was unusual even for her. It was like she knew something was also wrong with Starswirl and Twilight, but she couldn't make it out. Meanwhile Pinkie was bounding about.  
>"Yeah, she was all epic. Making her wing's vanish like that, and also her new staff that was awesome, it's like the staff from, Lord of the Rings, Gandalf's, too bad it's got that silly orb thing on top now, but still looks so cool!" She ranted to herself.<p>

No one paid attention to the bouncing ball of energy, but the group went into the house to help decorate the house for Starswirl in preparation for the imminent arrival of her parents and also the arrival of Shining Armour, but in the back of Twilight's mind something tugged at her still, what was going on?

XXXXX

Spike was busy eating an ice cream cone while they sat at the park, she could see the various ponies enjoying the night life, it wasn't great, but it wasn't so bad. There was some semblance of life still around, with ponies sitting on benches and one couple of mares sitting together, a light green unicorn sat oddly next to her friend who had a cream coat.

There was a trio of fillies running amok with brooms and rakes, looking for something in the park. And then there was a colt running for his life while a pair of night guards chased him across the park. But why Twilight was here wasn't for the relaxing view, she needed to contact Nightmare. She telepathically summoned her link.

"My dearest, I've set the gears in motion, soon we can be freed from these ties that bind us, the eye of Magnus will grant us what we want and we can both live in greatness as rulers together, our children shall inherit the throne and our empire will live a thousand generations. It's just a matter of time now." She said across the link.

"Good, I've already prepared for the invasion of the Crystal Kingdom, if that brat of Equestria holds onto her past we'll never win. Force her hooves, and make her break, as for the brother, deal with him as soon as possible. As for Celestia's bastard knights, I'll deal with them soon enough, the wheels are turning my dearest, we will prevail." Nightmare replied.

Twilight smiled as she looked above, the night so beautiful will soon be filled with blood and war, then again, when hasn't change brought some bloodshed?

XXXXX

Location: Unknown

The grand bastion of the old empire once stood here, on this damned old mountain, it was here for so long it might as well have been part of the mountain, but no, the carvings and the markings on the old fort identified it quite clearly. It's amazing that the whole place had stayed intact aside from the 3000 years of wear and tear.

But ponies still came in here; especially those of the old guard, the Crystal Kingdom's records had provided plenty of knowledge of the old bastion. A whole battalion of royal guards had come here for its reclamation, soon everything would be cleaned and squared away, and the whole thing would look like it had before, a fully functional fort.

Guards hurried around securing old tapestries, and checking arcane torches which seemed to burn infinitely of course not forever, the number of lights had dimmed and gone out over the years from the disrepair and lack of energy required to fuel them. The level down the guards secured the armouries and barracks, the rooms inside held space for tens of thousands and ever more.

Someone was going to have to take note of any maps and schematics when they could find them, as for the armoury, the leading guard took them to the primary armouries, he carefully checked the guide book on how to access the chamber. He knew that this wasn't exactly an easy task, the magic required for 3 very powerful unicorns.

He alone would have to open the doors without assistance, but he had dealt with taxing spells before, he summoned a concentrated blast of energy and put his horn to the doors, and releasing the spell the magic burst the doors open. The dust gathered inside revealed a variety of old equipment that lay untouched.

"This is it, we finally have our army." The lead guard stated.

"Yes we do…" The captain of the guard moved ahead and brushed his hoof over a suit of armour. It had a pair of slits as eyes, its armoured plates were silver and grey, the top of the mane was dark black coloured bristles, then there was the whole body, it was metal, it seemed to have some sort of activation spell, but what distinguished it were the large cannons on its side.

He read the inscriptions.  
>"Commander Steel Hooves, First Arcadian Legion, 5th expeditionary force…" There was an added quote. "He was a true friend."<p>

"This will do me well." The captain said as he removed the helmet off of the mannequin.

"Captain Shining Armour, we have secured all suits and weapons, what shall we do?" A guard asked.

"We prepare, for war." He replied calmly.

XXXXX

Fallout Equestria reference anyone? Yeah, arcane armour MKV-B, it's going to get really nasty now; all war is about to be launched against the Nightmare's armies, and with it, heroes and villains will rise. So I'm sorry this took so long, I needed to get things sorted, and such, also Nightmare's not a character I'm finding easy to try and emulate, especially with all the things happening and also Twilight's appearance.


	9. Chapter 8

CH8: Breaking bonds, building lies…

XXXXX

Starswirl felt the cold wind of the night from her balcony, it was almost time, her parent's train was arriving within the next few minutes and they'd be at the library in 5 if they took a straight path, she couldn't believe this, her clay clone had taken over her personality taken everything from her, she'd be just Starswirl the daughter of a corrupted princess who turned her back on Equestria for Nightmare Moon and damned the world to eternal darkness.

She didn't know if she was to feel just crushing defeat or anger, she had lost her former life, if not that then the trust of her friends and family, if this Twilight was going to do anything it would worsen the state of the world. Celestia help her, she couldn't imagine a worse fate than this.

But she did know something, the clone seemed to have some sort of issue with what it was doing, it was cloned from her, made by Nightmare, but altered by Celestia, it was a mix of good and bad things, but it seemed that this might be a cause for conflict within it. Maybe there was something else with the Twilight clone, but she wouldn't know, Nightmare made it.

And of course then there was the plan that Celestia had given to Twilight, so then there might be a solution, she wasn't sure, she had to make a move, anything to stop this clone from doing things that would hurt her friends or her family. But that might have to come with careful planning, the Twilight clone was a very capable mare from what Star could tell so that meant anything rash might be disastrous.

At the moment Star decided to meet with her family, and hopefully find out about Shining, she hoped that he might come to visit her, if not for knowing the new member of the family, at least sating his curiosity. But there was also the fact that Shining was going to meet Twilight and if that happened, the clone might try and eliminate him from existence.

Starswirl waited and looked above, her face feeling the cool wind, the night sky looked so cold and yet beautiful, maybe this was what Nightmare wanted, but this would come with a cost. She didn't understand, she might see potential in Starswirl, but she didn't understand what that potential could be.

Her friends indoors called to her.  
>"Hey Starswirl, we've finished with the decorations you wanna come down?" AJ asked.<p>

"I'll be there in a moment." Star replied.

As she took her time outside she could feel something different was coming, something big, and it was going to cause all sorts of things, but what could make her feel this sort of dread? Was it fear of Nightmare or something else? Heading into the warmth of her home she found that the group had set up a large oak table where the open space was, the horsehead model sculpture was placed on the other side of the room.

Spike returned not long ago and was busy in the kitchen getting the food prepared, and Pinkie was busy placing muffins and cupcakes on a tray and balancing it on her head. AJ set the chairs, and Rarity went about talking to Fluttershy excitedly about her plans for tomorrow night, their spa plan, and also idle gossip of the events going around town.

Starswirl felt that she should tell them about Twilight and her, but it didn't seem right, the contract was still in place, Nightmare would hunt her and the others if she broke it, or she'd use her own clone to kill her. The thoughts of such things happening to those around her terrified her, she didn't know if any time would be a good time to reveal her secret.

Her thoughts were interrupted as the door opened and let Twilight in, she held a soft grin that didn't seem to fade off her face, she simply yawned and then took her seat AJ set into place, Star eyed the clone of her and felt the burn of resentment inside her, this being was trying to stay neutral out of the conflict. She was playing both sides from what she could tell, doing as Nightmare intended and Celestia, it made her wonder if this went all to the gutter, would that mare still be here?

There was a couple of knocks on the door and Starswirl went over to the door to answer it, she used her magic and prepared herself for the meeting with her grandparents.  
>"Hello!" She greeted.<p>

The response she got wasn't exactly the one she expected.  
>"Good evening Princess Starswirl, we've apprehended the thief, he's been detained for extended period in Ponyville prison. We haven't found the items you reported missing though." The night guard stated.<p>

Star realised her mistake and smiled sheepishly and then replied.  
>"Oh, well thank you I guess I'll have to ask mum for another ticket, or ask her for help on that matter."<p>

"Very well good night your highness, also we have brought your grandparents from the station." The stallion backed away to allow her to see her grandparents.

The azure coat of her grandfather blended well to the night and her grandmother whose coat was a silvery white, they both smiled at her and greeted her.  
>"Hello Starswirl, it's good to finally meet you." Twilight Velvet said somewhat with an awkward undertone.<p>

"Grandma, I mean this is a certain surprise. I mean it considering your… sudden appearance with the guards and all." Star began to mutter on anxiously.

"Looks like you inherited a rather apparent trait from me." Twilight Sparkle stated aptly as she appeared with a smile on her face.

"Twilight!" Star's grandparents said in surprise.

"Hey mum, hey dad, I guess it's been a while." She said with a sombre grin.

Starswirl's mind flared with a bit of grievance, her life had been cheated out of by this cruel harlot taking her previous life for her own gain, and not to mention was stealing her parents from right under her. It made her heart ache, but she dared not to act upon it, she knew the pact she had no choice but to uphold it, or much worse things would happen.

She let Twilight introduce her.  
>"Mum, Dad, I guess you met my daughter."<p>

Her mother went and put a hoof up on Star's chin and said warmly.  
>"She's got your eyes."<p>

"And my ears." Her father joked.

"Well we better get inside, thank you guard, please take your leave." Twilight said to the sergeant who saluted and directed his group away.

The family entered into the tree house where the others were, they greeted Twilight's parents. Twilight explained who they each were.  
>"Mum, Dad, I'm glad to introduce you to my friends, this here's Applejack." She motioned to the orange mare. AJ greeted them with a lift of her Stetson and smiled welcomingly.<p>

"This is Rainbow Dash, the town's most skilled and fastest flier." She pointed to the cyan mare.

RD greeted them jovially.  
>"Hey there!"<p>

"And then here's Rarity, she's the towns up and coming clothes designer, she enjoys dresses and casual sessions, she's a rather formal mare." Twilight introduced.

"Pleasure to meet you." Rarity greeted them humbly.

"And then here's Fluttershy?" Twilight pointed to where Fluttershy had been.

They found her hiding behind the table in the room, next to Starswirl, Star moved to let them see her.  
>"This is Fluttershy." She sheepishly introduced.<p>

"Umm hello?" Twilight's mum said.

"Hello…" Fluttershy eked out.

Finally there was the last of Twilight's friends.  
>"And here is-."<p>

"HI!" A pink blur shot by and pressed her hooves on top of Twilight's head as she greeted them.

"I'm Pinkie Pie, it's great to meet other ponies, including family, Twilights been so busy, but I've been keeping Star's company and then there are all the things we've been doing since she's arrived and then all the things still to come. Like apple buck season, the harvest moon, and of course the gala, and soon Shining Armour's return, the war, and possibly the end of Equestria!" Pinkie said in a fashion that no one seemed to understand her.

An apple flew into Pinkie's mouth before she could continue talking and Twilight pulled Pinkie to her side and smiled.  
>"She's Pinkie Pie." She introduced.<p>

As her parents began to speak to Twilight's friends Twilight went over to Starswirl.  
>"Now I know you're probably wondering, but I needed that distraction."<p>

"Why exactly are you doing this?" Star asked.

"Because there's more to this meeting than just you or mum and dad." Twilight replied.

"Don't you dare, do anything to my parents." Star glared at Twilight.

"Why they aren't my parents, but more importantly, you are my daughter." She said with a shrug before she levitated something from her cloak.

She hovered out 5 golden tickets.  
>"You and I have quite a lot in common, you may be smart, but so am I, you wish to be more friendly so am I, but more importantly you still have to act as my daughter regardless, and I must act as your mother, so here." She gave her the tickets.<p>

"What?" Star perplexed.

"You needed these tickets didn't you? Nightmare didn't mind me adding your names to the list or to having given you some extra's besides I'm sure we can finally speak in private without so much happening, and so would Nightmare." She replied.

But before Star could inquire any further there was a burst of flame from Spike, a scroll appeared. He didn't dare read it as it had a note attached.  
>"Hey Twilight a message came through."<p>

She strode over without delay, Star watched nervously. Twilight picked it up and began to read it, she smiled slightly. Spike tried to get a good look.  
>"Come on who's it from?"<p>

"Someone special Spike and I need to meet with them." She addressed them all.  
>"I'm sorry everyone I need to take a breather for a few minutes, I'll be back shortly."<p>

She strode up the stairs and they watched her exit, Star knew that there was something else, she just did, and as the others distracted Star's grandparents she went and followed her mother. Spike asked.  
>"Hey Star where are you going?"<p>

"I need to grab something from my room, keep my parents from getting looped into anything could you?" She asked.

"Okay…" He replied uncertain as she ascended to the next floor.

XXXXX

In less than a week, he and his fellow guards had made the fort their home, this was to be the home for the Equestrian Liberation Army, ELA, it sounded catchy, but also loosely termed, he would have preferred the Royal Alliance Forces, RAF, considering that they had an army of various organisations helping, including the Equestrian Navy and Fillydelphia.

There was a rumour going about the coming war, if the Crystal Kingdom would dedicate further forces to aid in it and push the armies of Nightmare back, but it was unlikely to occur any time soon, Cadence was already pushing her command as it was, her sway over her people wasn't meant to extend so far, especially in war.

She had no idea how long the kingdom had gone without conflict, and with this rise with Nightmare it would unite them, but also separate them, there were plenty who didn't want the Crystal Kingdom to enter war with the lands of Equestria, and the reasons weren't as good. But it was also the same for going to war; they didn't have a good reason aside from possible invasion from Nightmare. But that alone was very frightening, especially with reports coming from the north that battalions of night guards were on their way to the south. There were already reports of naval fleets being prepared in the south of Manehattan; it was just a matter of time.

In the fort, the guards prepared for the mass exodus of warriors from Equestria, they'd be gathering here in the fort to prepare for the war, the fort's name was still undecided between, the Anvil or the Forge, many were going on about how symbolic a title was to the morale of an army and it was being decided by the present company.

Shining meanwhile had his hooves busy with getting the new armour working; he had almost completed basic training in his own arcane armour. The old suits were worth their weight in steel from what he could tell by the harsh movement, but they were sturdy enough to withstand a buck from a Minotaur or two.

Speaking of Minotaur's he heard that an arriving band of mercenaries were on their way from the west, a Minotaur clan was heading along to join them as well, it seemed that Nightmare's armies had stirred more trouble than previously thought. If this was the case, then there was bound to be vastly more sympathisers preparing to join the Crystal Kingdom on its struggle for freedom and peace to rid them of this menace called Nightmare Moon.

Shining, had sworn to himself he'd avenge his sister from the tyrant for taking his sister as her own plaything and also to ensure the safety of his wife, in secret the princess had married Shining as they fled to the Crystal Kingdom it wasn't to become official till next year, hopefully by then the war might have progressed and Nightmare might be contained long enough.

There was also the fact that his army needed him, the guards were gathering and with this store of weapons used by the old empire they needed to train an army as soon as possible, thankfully that wouldn't be such a problem they had experienced trainers, and warriors, but the number of these colts would soon drop once combat began.

A small reprieve was that there was some extra help from the south of the kingdom, the Applelossan ponies had rebelled in outrage against sustained taxation as well as increased demands for apples to be sent into Equestria, it was already a heavy burden on the ponies in the south as it was, which meant a very likely conflict was soon to erupt there as well. If that is so, then the ponies would be easier to recruit to their aid, the front meant that the rebels could distract Nightmare on two fronts.

Shining hoped that it worked out, he needed to practice more before he could take his suit into live combat, he needed time which he honestly believed that he had very little of. His thoughts were interrupted as a cough from behind him recognised the figure of a RAF, well the newly founded RAF, Soarin.

"Commander Shining, I got a message from Spitfire and the Cloudsdale movement, we have reports of moving weather patterns of hot fronts coming along the west, and moderately cool fronts south east, by tonight we will have a mild weather, mainly clouds and a possible chance of rain, she wants you to make your move tonight." Soarin reported.

Shining thought about what he reported.  
>"Is Spitfire sure about this?" He asked.<p>

"She's absolutely certain that this is the time, we might not get another good amount of cloud cover to keep the patrols busy, not to mention we've already run short on time, any longer a delay we might have to wait weeks if not months." He advised.

Shining felt somewhat cheated about going now, he had planned to see Cadence first, but his family took priority as well. He nodded.  
>"Tell Spitfire to keep our backs covered I leave for Ponyville tonight." He said to the Pegasus.<p>

Soarin saluted and then exited the room. Shining sighed to himself, the coming conflict had been rather tiresome, having to prepare for war was something he never imagined doing especially in the time of Celestia's 1000th year of reign in Equestria. He hurried down to prepare a small team to go with him, it was smart to have your own back covered from rather dangerous patrols, and he knew that the night guards had plenty of troops to spare.

However something seemed to make him concerned, there was constant reports that Nightmare had a new apprentice someone with immense magical prowess, of course that was just a rumour, but it had some standing. Reports from the castle had been clear that Nightmare had acquired a bit of help and that help wasn't easy to determine, it could be anyone with magical skill that Nightmare had gained.

He braced himself and made sure that whatever came, he had to be prepared for.

XXXXX

Shining Armour had hoped that his sister had gotten the message, and thankfully she did, she came around to the top level to meet with him in her room, she closed the door and smiled.  
>"Brother how've you been?" She greeted him.<p>

Shining noticed that she didn't try hugging him; he assumed that she'd want to hug for their reunion, it was a little off, but he did understand that she went through a very traumatic experience; she did get violated by the damned abomination of ponykind. He replied.  
>"It's good to see you to Twily, is mom and dad okay?" He asked.<p>

"They're fine, they were worried as well when I got taken, and so was everypony else, but I'm back now, at least for the moment, I need to get back to Nightmare as soon as I'm finished here, and also Starswirl." She muttered.

"Oh your daughter, I should say congratulations, but I don't think that would seem appropriate for this time, such a terrible thing had happened, I mean I'm glad you have a daughter, but your choice of spouses isn't something I'm happy about." He expressed with a dark look.

"I know Nightmare's had me on the ropes for a bit, I'm glad I can still visit the girls, I nearly missed your letter. Thankfully I got it when it arrived…" She stated.

Something clicked into place, he recalled from the outskirts from his spies.  
>"Sir, the messenger was caught; he never arrived at the chambers of Twilight Sparkle."<p>

"Twily, I need to know, what did I used to read to you when you were little?" He asked.

Twilight was caught off guard.  
>"I don't understand, why are you suddenly asking me this?"<p>

"Answer the question…" He stated darkly.

Twilight paused and then recalled.  
>"The Three Sheep…"<p>

Shining then corrected her.  
>"The pony who cried wolf…"<p>

There were four things happened; firstly the room door burst open and out came Starswirl.  
>"Brother, run!" Starswirl yelled. The second thing that happened was Twilight's eyes darkened with the irises becoming a silverly colour, and her mane burst into life like Nightmare's. Third thing, the windows exploded from magical decompression. And then the fourth thing was his armour activating.<p>

Shining, managed to get his armour active during the free fall. Thankfully his royal guard armour was cleverly disguised as Steel Hooves magical arcane armour. He managed to get it active as a spell collided with him.  
>'Twilight wasn't Twilight, but something caught his attention, Starswirl's eyes, watering away he could see them turn purple.<p>

But as time came back to him, he felt the world spin around, he hit the other side of the room hard, and he found himself flying through the wall. He made another rotation before he hit the ground, a few cracked ribs, but nothing serious from the sound of his body hitting the ground below, he coughed out and then felt his spine click back into place.

He called over the short spell communication.  
>"I'm on the ground. Celestia above, Twilight's a traitor." He coughed.<p>

"Your sister turned traitor?" His second in command exclaimed.

"Get the others clear of here, the night watch will be on you soon, I'll link back at Whitetail." He stated as he began to run.

From behind him he could feel the eyes of Twilight upon him, her eyes burned with arcane anger, an anger not like his sister, but of a monster, one that he now knew was playing with him, one he'd rid of once he got the chance. But for now, it was back to the crystal kingdom where he could recuperate from this startling revelation, Cadence had to know.

As he rushed through the streets ponies exited their homes to see what the commotion was about, and also his parents who were bewildered as to what happened. He knew that he'd probably never see them again after this night, the exodus to the fort had already begun, thousands of guards were abandoning their posts tonight and by tomorrow, it was going to be a very different day.

XXXXX

Shadow Star Fortress…

"My dear sister, how you've fallen." Nightmare cooed.

"How far you've fallen, so regal and now just a common mare, I'll make you suffer like all living things, for what you've all done to me, but justice will be served when the time is right, for now you will suffer as I did." Nightmare hissed.

As Nightmare turned away she heard a reply.  
>"I won't fade, you can't live without me sister, and what would you be? A solitary queen? A ruler of death? No pony would welcome you; they fear and hate you, because you do what you do with spite not resolve or understanding, a representation of arrogance of your ego, toppling over all other senses. It is pitiful not for you to look at me, but for me to look at you…" Celestia replied resolutely.<p>

She turned to see Celestia sitting upright from her sleep; she was lying on some ruined pillows looking back at Nightmare.  
>"Look at your sister, how far you've gone, from what you once were, the noble honourable sister I once loved, now driven by her thirst for recognition for empathy for some sense of sympathy when you have grabbed it with force and have driven it into Equestria's people without thinking. Who is the more pitiful?"<p>

Nightmare's eyes simmered and she roared.  
>"Damn you!"<p>

She sent a bolt at Celestia but it hit the prison shell she was locked inside, it bounded off the surface and ripped through the ceiling of the chamber and through the side of the castle rocking it to its foundation. Celestia didn't more, she stared at Nightmare without another look, Nightmare hissed.  
>"I do not stand in the shadow, I do not! Now shut up!"<p>

Nightmare left the chambers feeling angered furious, she had been analysed by the defeated as being worse than defeated? The thought rocked her to her core. That she was nothing more than grasping at the straws of Equestria's people with fear and power, but she refused to believe she had failed, she wasn't weak!

Celestia sighed.  
>"Sister, why did you do this to yourself?"<p>

XXXXX

Twilight looked at the hole in the room.  
>"Damn he got away…" She hissed.<p>

"Twilight what the hay?" AJ said as she entered into the room.

"There was an attempt on my life, it seemed that a former guard dressed as my brother decided to eliminate me." She explained.

The others arrived to see the scene only Spike noticing Star on her side.  
>"What happened?" He asked.<p>

"She got in the way when I tried to pursue Spike, take care of her; I need to meet with the local guard." Before AJ or the others could stop her she vanished.

"That doesn't seem like Twilight to go off and running when someone's been hurt." AJ said as she tried to check Star's pulse.

"Is she going to be okay?" Twilight's mother asked.

"She's just unconscious." Fluttershy checked.

RD asked.  
>"Just what in the hay's going on?"<p>

XXXXX

AN: This is for beta readers only! (void now)

I finished so anyone seeing that can ignore it, the chapter is completed, and now things are beginning to get interesting. We're on the way to heck and beyond and also, there are a lot of things happening on my end. There's still plenty more things to come mares and stallions this fic is far from over.

And also I need beta readers! Editors or storyboard writers, this is not easy as an individual story writer because of how many things I'm currently trying to do.


	10. Chapter 9

CH9: The Entropy of the Heart

XXXXX

3 Months later…

Location: North Equestria- Marington- ELA Headquarters- 'The Anvil'

To the far Northern plains of Equestria in the mountainous regions of Marington, stood a single fortress of onyx and obsidian constructed atop of the once active volcano Black Maw. The fortress was as intimidating as it was impressive, hundreds of meters high, and kilometres in length, it was a sight to behold for old archaeologists and old historians.

But for those of the ELA, this was their hold, their new home amongst the desolate mountains of the North; it was also essential in the war against Queen Nightmare and her Night Guard. The fortress was built originally over a thousand years ago, during the war against another foe called the Trolls of Grey.

The ancient enemy once had the ability to use magic and had an affinity for using their abilities to hunt and track Equestrians across vast distances; the fort was constructed out of special magically infused onyx and obsidian to conceal the location from the Trolls. The fort was abandoned after the war ended, but was used again, but that time it was used by Celestia when the Nightmare War began.

Celestia ordered her warriors to reconvene at the old fort to use as a base of operations when Nightmare Moon began her war, it was a place perfectly concealed and Nightmare had known it was harder than any other castle or fort in the kingdom to attack. Which worked for Celestia in terms of attrition, Nightmare back then didn't have as many supporters, and her ranks were mainly made from magically created golems which hadn't had the capacity to learn from mistakes.

Nightmare's armies had failed to capture the fort over a dozen times, and helped Celestia buy time to mount a desperate counteroffensive which ultimately forced Nightmare back to Everfree Castle where the war ended. It was then Celestia decided to have the fort preserved, and garrisoned by a small troupe of guards to ensure that one day when either Nightmare or something worse came to rise, they'd be prepared.

But in the time gone by, the ancient fort became more of a site of historical significance rather than a guard station, many scholars and archaeologists came to the fort to study the old Equestrian army's history and the legacy of much of the magical weaponry constructed back in the day. Needless to say, the facility was quite a mess when the ELA had begun its mass exodus from Equestria.

The fortress buzzed with life once more, its dark stone hallways echoed with chatter of warriors, the sounds of swords clashing in unison in practice drills, troops speaking of times spent in their service. And amongst this, Shining Armour listened, carefully as the echoes of his warriors prepared for the coming storm.

The first major engagement had passed only a month ago near Manehatten, something of which was a victory for the ELA, he recalled how gruelling that engagement was, having to battle former comrades and the waves and waves of soulless golems. But thankfully most of the Royal Guard, Local Guard and such had all defected to his side when the exodus began.

Though there were a few familiar faces amidst the forces of Nightmare, Manehatten was opened up by the ELA, enough time for people to flee the city and join the ELA in its mass migration to the North. But the battle had been costly, a full battalion had been lost and a number of wounded had to be brought back.

There was also the fact that Nightmare had brought forth her new warriors, clad in Moonstone Armour, the Night Reavers had made their debut, tearing into the ranks of the ELA, and Shining had a hard time trying to bring one of them down. He hoped that Nightmare hadn't recruited any more or this was going to turn from a war of attrition into a gruelling death match.

The former Captain of the Royal Equestrian Guard stood in his spot watching into the great basin of the mountain the fort stood within, his mind going over the past few months. The situation down south had gotten worse, it seemed that the Night Guard had targeted the clans of roaming Buffalo and nearly wiped out 2 major clans, one being the Strongheart clan and the other being Foremind.

Foremind was a clan consisting of buffalo with great wisdom and accumulated knowledge of the land, not to mention they had the largest number of Shamans and tome crafters. Their abilities to use the elements of Earth in battle were quite well known throughout the southern lands of Equestria. And Strongheart had the largest force of warriors to date, their clans protected large reserves of land in the southern lands, granting them to have a much larger clan.

From what the Appleossans informed him, the situation had gone awry when Nightmare dispatched a full battalion to hunt down a member of the Apple Family, Braeburn and a few others, they had begun a rebellion and lead attacks against trains from mining operations in the south carrying tons of raw iron and copper ore, not to mention there was a few carrying Moonstone.

Nightmare's patience had grown thin and sent her forces against Braeburn en masse; it led to the battle of Highnoon in which the buffalo clans had gotten involved. With this open act of opposition, Nightmare summoned as much of her reserves and sent them into annihilating the clans, which would have succeeded if the ELA hadn't dispatched Spitfire's elite RAF squadrons to even the playing field.

Even so, the battle had nearly cost the buffalo two clans of great significance and the ELA support from the south. At the moment Braeburn and his band had gone to ground with the buffalo and were awaiting their next major plan to hinder Nightmare's control in the south. This was good news all in all, but there was something that bugged Shining.

In the past month he had been hearing of strange occurrences between Starswirl and Twilight, from what he could get from spies in the village, the two have been having a bit of a fall out. He wondered as to why, but he couldn't put his hoof on it, as he thought over his last encounter with his sister, his chest hurt, seeing her acting like that.

Her eyes burned of something rather than just hatred, it was a feeling of malice, true and absolute, but then there was something else, something that just wasn't right. He couldn't figure it out, but it bothered him, not to mention Twilight's daughter Starswirl who he recalled had called him 'brother'. He felt confused, but something told him there was more going on with Starswirl than met the eye.

He asked his spies to keep him in the loop with what was going on in the village, for now he had other concerns, mainly the focus of Nightmare Moon's operations in the east of Equestria, from what he was told there was something major brewing along the coast of Newport. He had a few observers set out last week, but they had yet to report.

He was beginning to worry about what was going on. It was then he heard the subtle knock at his door followed by the call of his personal attendant. "Enter." He told them as he turned his head back into his personal quarters.

The door opened up as a young colt entered into the office, he was no more than 10, but Shining recalled his name. "Pipsqueak, how've you been?" He asked the young colt.

The boy had a parchment in mouth but managed to reply. "Good sir!" Well it sounded more like a strangled chicken with a pillow over its head, but it was enough.

The colt put the parchment on his table and saluted before exiting the room, the young boy had more on his plate to deal with than just dealing with sending messages across the fort. As the door closed, Shining turned his attention to the parchment which was now on his table.

He pulled up his chair, a magenta coloured cushioned arm chair, he managed to sit, but his under armour made the chair creak from the weight. Shining didn't bother to get out of armour since there was still another round of checks to make later, he'd rather not have to spend 5 minutes getting strapped in again.

He made a quick observation of the parchment and checked the seal, it was a blue wax insignia of a hawk, he immediately knew it as Spitfire's RAF symbol and he pulled open the parchment and began to read its contents. And he honestly couldn't believe what he was reading, it had only been the first paragraph but he could already tell that the situation was far worse than he thought.

[Parchment]

As of the 14th day of the Seventh Month, we have managed to recover our observation teams from the north of Newport and the west, each observation team has informed me of what has been occurring at the sea side city. From what had been gathered, Nightmare's forces are currently amassing a large number of workers in the docks to begin construction on a number of ships.

Not sailing ships, but large airships, from what could be determined it seemed about 3 dozen ships are currently under construction, 6 of those being constructed are large dreadnought sized vessels. The observation teams have also noted a number of the constructs are not just using enchanted balloons for travel, but instead they are being made with arcane engines and enchanted crystals.

From what the observation teams determined, the first few airships will be completed within the month, the larger vessels will take a while longer, but Nightmare has been bringing in more of her golems to supplement the work force, at the moment the current total of workers number of 3000.

As commander of the RAF, I must recommend we take immediate action while we can; the airships in their current state are vulnerable to attack. Taking any longer may put our forces in the skies in jeopardy. This is merely a recommendation; however I strongly feel we do something prior to the launch of Nightmare's fleet.

[End]

Shining felt the weight of his command beginning to weigh down, looks like Nightmare was trying a new strategy, if what he read was right, then she was trying to gain air superiority, needlessly to say, she already had a number of air capable fliers in her ranks, but then again the RAF was made of Equestria's best fliers, along with the most experienced.

She was trying to level the battle in the skies with more arcane methods rather than going up in a straight up fight, impressive, but also worrying. Shining could tell that fleet wasn't just made for dealing with the fight in the skies, but also it was intended as a means of moving Nightmare's armies across the high and treacherous terrain of the northern mountains.

She intended to use them to besiege the fort whilst her forces on the ground moved into place to assault the fortress, but of course from what he read on the movement of Nightmare's armies, there was only a division within a fair distance between the mountain and the fort, it would take quite some time to mobilise them.

Shining realised that he had to make a move, sooner rather than later.

XXXXX

Location: Unknown

Spike could hear the rustle of bushes as he waited for another Night Guard patrol to move past, he didn't need to wait long since the patrols in the Whitefall region had been stretched particularly thin in the past month or so. It seemed Nightmare had prioritised the threat from the ELA and the rebel factions ahead of anything else so it lessened up on other small cells to operate.

Once the sounds of hoofsteps had gone and the clanking of armour had gotten distant, he made his move, pulling himself from the underbrush on the side of the dirt road; he carefully began to follow the road ahead to the town. He knew that this was probably outright reckless of him since he knew that Night Guard had better night vision than him.

But he had to risk it since the girls needed his help; he cursed his luck when this war began. Nothing but near disaster had befallen the CMC when he brought them to Whitefall to hide them from the Nightwatch which were now scouring Ponyville for the sisters of the Elements. He recalled that nearly tearful departure months ago.

The girls having to be forced to cut ties with their sisters and close friends to continue to hide and fight, the CMC had begun their own little escapade in the time since the start of the war. The first one being the major reason for them ending up as fugitives. The start of all of this was when the girls snuck aboard a cart of supplies inbound for the mines on the outskirts of Ponyville.

It seemed that the girls had gotten into a heap of trouble when they managed to accidently cause a major catastrophe for Nightmare's work force and her plans, a large cavern packed with arcanite crystals had gone off in a spectacular display of fireworks caused by the CMC, the details were sketchy since the girls really didn't want to get into trouble. But it was enough to have them get out of harm's way before Nightmare had their heads.

Whatever the cavern packed with arcanite crystals were, it had been a major thorn in Nightmare's side, and it was enough for her to warrant an arrest for the girls, Spike who had also sort of been involved had no choice but to take them to the safety of the outer regions of Equestria where they'd be less likely to be discovered.

Since their departure, the girls had been having the time of their lives, if you could believe it, and Spike was having migraine after migraine since. They caused more trouble and chaos than Pinkie Pie hyped on coffee, and there was an incident in regards to that particular substance. Spike couldn't figure out what was worse, having to deal with Twilight of Malice or dealing with the CMC.

Applebloom had taken to learning the art of engineering by taking apart whatever she saw and then building it into whatever she needed, it was good at least for the most part, she caused an unbelievable mess the first time she tried to build an auto catapult, it turned into a giant jackhammer.

Also there seemed to be a hazardous amount of explosives which she mysteriously acquired in their travels, she packs most of it into her magically enchanted duffle bag, which weighed virtually nothing, of course she has 3 and her engineering harness which she scrounged off some poor sod that was blasted by the mining explosion back in Ponyville Quarry.

Sweetie Belle had taken to learning magic in the most haphazard fashion, something Spike has learnt firsthand since she turned him older, her spell was meant to provide a protective bubble instead it created a temporal field which altered his age by a few years. He was slightly older and taller now, but had more prominent scales not to mention he had a lot more physical strength added.

Nonetheless Sweetie's skill in magic had been improving along with her skills as a bard, she carried an enchanted lyre and violin with her, one being able to put ponies to sleep and the other capable of sending magical sound waves which were sharp, and capable of cutting everything to shreds. Of course she had been hesitant on using such an instrument in real combat, she had seen the bloody mess created by the violin and it frightened her.

As for Scootaloo, she was getting quite fast with her flying, her abilities had improved in the time they'd spent getting to Whitefall, but also there was the fact that she had some help from him in that regard and also one strange poet named Zecora. The zebra alchemist had joined them from Ponyville when Nightmare's guards had begun to scour the forest for rebels, but also begin construction on Nightmare's new city.

Scootaloo got into speeding around quite well, but also the use of her speed made her a capable thief, she had gotten good at pickpocketing guards and other ponies whilst on their travels. She managed to snatch Spike's watch with Rarity's picture in the front cover more than once. He figured that she had a likable skill in being a kleptomaniac. But the aspiration to become a great flier still hadn't died in her heart since they departed from Ponyville.

But there was one more thing that Scoot's had to go with her flying; Zecora had been providing her with a special potion she called the Rainbow's Essence, it was a specially designed potion created to give the user tremendous amounts of power in flight, enough to blast a possible Sonic Rainboom or two. As much as that seemed awesome, there were side effects, Zecora surmised that the effects might cause extreme fatigue after use, which would make them vulnerable after they used it, but the benefits outweighed the risks in Scoot's opinion.

Spike honestly had no idea why he trusted that zebra with handling so much with the girls, but then again he really didn't have much of a choice, he didn't exactly have any caretakers with him or nurses. He hated it when it boiled down to him and Zecroa having to save the girls from their escapades.

Spike stopped as he reached earshot of rushing water, he was very close to the town entrance, he pulled himself back into the dense growth of the forest and began to slowly head towards the sound of rushing water. It didn't take long for him to get within visual range of the entrance; he could see where a cobblestone path picked up right after the dirt road ended.

A bridge stood at where the cobblestone began, it was at least four times the size of Ponyville's bridge, and stood much higher, its length was impressive as it had a support beam in the middle constructed upon a pillar of obsidian, it was an impressive sight. However the town wasn't called Whitefall for nothing, the rushing waters of a massive waterfall nearby made this town known.

The waterfall was a hundred feet high and had a length wide enough to fit the length of Ponyville inside, it channelled down into single massive stream which ran below the bridge, this stream carved its way in a semi-circle path around the town and split into a dozen smaller but intense streams and rapids which parted across the length of the area.

Whitefall was created upon the remains of a small mountain which had been carved out by the rushing waters of the waterfall some centuries ago; the townsfolk in their original settlement had built the town but discovered an amazing find amidst their settlement. They made the discovery of a rare material known as whitebrime, a material used in artisan work which was incredibly expensive and difficult to find.

After nearly a century of digging and mining, the quarry finally ran dry, the town however became wealthy and well inhabited, and the town was more a cultural vacation spot of interest than anything else. How Spike knew of all of this? Well Star helped him look for a book on the regions further away from Ponyville to the west, this was what he figured would be the best place to hide the girls.

It was an inconspicuous town which had a history of being popular place for tourists to travel to so not many people would be able to tell who the girls were since they'd just look like travellers. But then again, there was always the off chance something bad might happen, like what was going on right now.

Due to a slip up on the girls behalf, one of the locals had reported seeing the girls not far from the town, Spike had planned to intercept the message and silence the watchpony but sadly it hadn't gone well and there was a small inquisition of ponies under the command of someone named Trixie on their way to the town.

He hated leaving town so soon, but there really wasn't much of an option, once the Nightwatch were on their trails there was no way to tell how long it might take to lose them again. It was best to play it safe and get going early, but with the guards out now, that was easier said than done. He had to be quick in getting the girls out of town…

However it seemed fate had another thing in store for Spike, before he could make a move he heard the distant flapping of wings, he looked up. His heart paused as a carriage with the symbol of the Nightwatch arrived, he immediately began to worry, the Nightwatch had arrived early. If anyone was nearby they'd have heard the dragon swear profusely.

XXXXX

Elsewhere…

The dripping sound of water was something that calmed her, she couldn't tell why, maybe a sentimental feeling of nature, rain? She wasn't sure, but it did calm her thoughts, it wasn't until the feeling of water fell onto her face that her eyes cracked open. Her vision was initially blurry from waking up so abruptly.

As she turned her head to the side, she remembered where she was, the inner dungeon of her sister's castle. Celestia felt her headache as she tried to focus, she knew that she was still feeling the buzz of the alcohol in her system, she felt dry in her mouth. As she came to look around the empty chamber, she noted that an undetermined amount of time had passed since she had been imprisoned.

Her magic felt weak as ever, but something felt different, she looked around herself, bottles of cherry wine and pillows lay in a wide arc. She noted that there was an absence of guards, but a tray of food sat on a table nearby it had a glass of water with it. She tried to focus on the cup and lifted it magically.

She brought the cup to her dry lips and began to down the content; it didn't take long for her to sate her thirst. She put the cup back gently with her magic and laid her head down once more upon the soft pillow. However she finally noticed something different, the water drip had been coming from above.

She turned her head upwards and found the source, at the height of the chamber the lamp in her room was illuminated by a magical light stone which was chained to the top, water was dripping in from there. She couldn't figure out why… Was there a leak in the surface above? She couldn't put her hoof on it, but the room was sealed tight, so why was there water leaking in?

It then hit her like a sack of bricks, she turned to face the transparent glass like walls of her prison, and the feeling of magic had gone from them. 'What is this? Did someone remove the spells?' She pressed a hoof onto the hinged glass door of her prison and pushed forwards. It didn't take much effort, but the door swung open.

The first time in a while she could step out of her prison, but what caught her attention was the odd sound of silence, there was no sound of guards, the thrum of ponies walking around. Something that was now highly disconcerting, she pushed forwards from her prison and exited into the darkened antechamber.

The cold floor was there to meet her hooves, and for the first time in months she stopped and looked up and began to laugh.

XXXXX

AN: Cheers to the New Year, and also it's my birthday soon enough, hope you guys like surprises because I sure do. :D

Also as a short gift before my next birthday, here's a revival chapter, its picking up some time after the events of CH8, and yes the story is going to get a rewrite, so please wait till then. For all you writing lovers, give some ideas about what you'd like to see in this story.

And also during the rewrite there's going to be a lot of different content, sadly I'm going to have to change a few things, but for the most part its essentially the same.


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